FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1997
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
for the transition period from to
COMMISSION FILE NUMBER 0-1052
Millipore Corporation
(Exact name of registrant as specified in its charter)
Massachusetts
(State or other jurisdiction of incorporation or organization)
04-2170233
(I.R.S. Employer Identification No.)
80 Ashby Road
Bedford, Massachusetts 01730
(Address of principal executive offices)
Registrant's telephone number, include area code (617) 275-9200
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15 (d) of the
Securities and Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days.
Yes X No
The Company had 43,549,525 shares of common stock outstanding as of
July 25, 1997.
MILLIPORE CORPORATION
INDEX TO FORM 10-Q
Page No.
Part I. Financial Information
Item 1. Condensed Financial Statements
Consolidated Balance Sheets --
June 30, 1997 and December 31, 1996 2
Consolidated Statements of Income --
Three and Six Months Ended June 30, 1997 and 1996 3
Consolidated Statements of Cash Flows --
Six Months Ended June 30, 1997 and 1996 4
Notes to Consolidated Condensed
Financial Statements 5
Item 2. Management's Discussion and Analysis
of Financial Condition and Results
of Operations 8
Part II. Other Information
Item 1. Legal Proceedings 11
Item 4. Submission of Matters to a Vote of Security Holders
11
Item 6. Exhibits and Reports on Form 8-K 11
Signatures 12
MILLIPORE CORPORATION
CONSOLIDATED BALANCE SHEETS
(In thousands)
<TABLE>
<SECTION>
<S> <C> <C>
June 30, December 31,
1997 1996
ASSETS (Unaudited)
Current assets
Cash $ 4,184 $ 4,010
Short-term investments 25,168 42,860
Accounts receivable, net 184,023 151,653
Inventories 127,728 106,410
Other current assets 13,127 6,979
Total Current Assets 354,230 311,912
Property, plant and equipment, net 219,272 203,017
Intangible assets 75,196 58,866
Deferred income taxes 82,464 69,086
Other assets 37,358 40,011
Total Assets $ 768,520 $ 682,892
LIABILITIES AND SHAREHOLDERS'
EQUITY
Current liabilities
Notes payable $ 180,424 $ 101,546
Accounts payable 48,591 34,404
Accrued expenses 82,993 57,011
Accrued divestiture costs 812 3,604
Dividends payable 4,354 3,899
Accrued retirement plan 4,814 4,705
contributions
Accrued income taxes payable 3,002 11,231
Total Current Liabilities 324,990 216,400
Long-term debt 300,594 224,359
Other liabilities 25,108 24,528
Shareholders' equity
Common stock 56,988 56,988
Additional paid-in capital 8,800 8,800
Retained earnings 456,963 548,598
Unrealized gain on securities 6,812 9,536
available for sale
Translation adjustments (19,784) (8,280)
509,779 615,642
Less: Treasury stock, at cost,
13,450 shares in 1997 and 13,666 in (391,951) (398,037)
1996
Total Shareholders' Equity 117,828 217,605
Total Liabilities and Shareholders $ 768,520 $ 682,892
Equity
</TABLE>
The accompanying notes are an integral part of the consolidated
condensed financial statements.
-2-
MILLIPORE CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(In thousands except per share data)
(Unaudited)
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Three Months Ended Six Months Ended
June 30, June 30,
1997 1996 1997 1996
Net sales $ 192,498 $161,928 $371,337 $ 318,404
Cost of sales 85,424 65,412 165,439 127,358
Gross profit 107,074 96,516 205,898 191,046
Selling, general &
administrative expenses 63,794 52,059 123,890 102,199
Research & development
expenses 15,482 9,741 28,933 19,150
Purchased research &
development expense - - 114,091 -
Operating income / (loss) 27,798 34,716 (61,016) 69,697
Gain on sale of equity
securities - - 1,769 -
Interest income 636 661 1,397 1,374
Interest expense (8,159) (2,945) (14,183) (5,655)
Income / (loss) before
income taxes 20,275 32,432 (72,033) 65,416
Provision for income taxes 3,894 7,622 9,348 15,373
Net income / (loss) $ 16,381 $24,810 $(81,381) $50,043
Net income / (loss) per $ 0.38 $ 0.57 $(1.87) $1.14
common share
Cash dividends declared per $ 0.10 $ 0.09 $0.19 $ 0.17
common share
Weighted average common 43,512 43,642 43,452 43,901
shares
The accompanying notes are an integral part of the consolidated
condensed financial statements.
-3-
MILLIPORE CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Six Months Ended June
30,
1997 1996
Cash Flows From Operating Activities:
Net (loss) income $(81,381) $50,043
Adjustments to reconcile net income to
net
cash provided:
Purchased research and development 114,091 -
expense
Write-off of acquired inventory step- 5,000 -
up
Depreciation and amortization 19,323 14,770
Gain on sale of equity securities (1,769) -
Change in operating assets and
liabilities:
(Increase) in accounts receivable (17,287) (16,274)
(Increase) in inventories (6,413) (8,328)
(Increase) in other current assets (7,603) (2,096)
(Increase) in other assets (1,090) (3,831)
(Decrease) in accounts payable and
accrued (13,231) (2,008)
expenses
Increase(decrease) in accrued 137 (1,288)
retirement plan
contributions
(Decrease) increase in accrued (2,844) 294
income taxes
Other 4,903 1,712
Net cash provided by operating 11,836 32,994
activities
Cash Flows From Investing Activities:
Additions to property, plant and (16,993) (14,006)
equipment
Investment in businesses - (3,990)
Acquisition of Tylan, net of cash (159,158) -
acquired
Investment in intangible assets - (1,465)
Proceeds from sale of equity 1,769 -
securities
Net cash used by discontinued (2,775) (5,591)
operations
Net cash used in investing activities (177,157) (25,052)
Cash Flows From Financing Activities:
Treasury stock acquired - (45,229)
Issuance of treasury stock under stock 4,284 7,571
plans
Net change in short-term debt 79,089 37,719
Borrowings (repayment) of long-term 75,514 (32)
debt
Dividends paid (7,820) (7,115)
Net cash provided by (used in) 151,067 (7,086)
financing activities
Effect of foreign exchange rates on
cash and (3,264) (775)
short-term investments
Net (decrease) increase in cash and (17,518) 81
short-term investments
Cash and short-term investments on 46,870 23,758
January 1
Cash and short-term investments on $29,352 $23,839
June 30
The accompanying notes are an integral part of the consolidated
condensed financial statements.
-4-
MILLIPORE CORPORATION
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(In thousands)
1.The accompanying unaudited consolidated condensed financial
statements have been prepared in accordance with the instructions
to Form 10-Q and, accordingly, these footnotes condense or omit
certain information and disclosures normally included in financial
statements. These financial statements, which in the opinion of
management reflect all adjustments necessary for a fair
presentation, should be read in conjunction with the financial
statements and notes thereto included in the Company's Annual
Report on Form 10-K for the year ended December 31, 1996. The
accompanying unaudited consolidated condensed financial statements
are not necessarily indicative of future trends or the Company's
operations for the entire year.
2. Inventories consisted of the following:
June 30, 1997 December 31,
1996
Raw materials $44,358 $ 27,502
Work in 17,486 16,310
process
Finished 65,884 62,598
goods
$127,728 $106,410
3. Accumulated depreciation on property, plant and equipment was
$205,070 at June 30, 1997, and $195,397 at December 31, 1996.
4. On January 22, 1997, the Company completed a cash tender offer
for all of the outstanding common shares of Tylan General, Inc.
(Tylan). Tylan, which became a wholly-owned subsidiary on January
27, 1997, supplies precision mass flow controllers, pressure and
vacuum measurement and control equipment, and ultraclean gas panels
to the microelectronics industry. The aggregate purchase price,
including the assumption of Tylan debt and transaction costs, was
$163,371. On June 27, 1997 the Company sold a seventy-five percent
owned subsidiary of Tylan. Cash proceeds from the sale of $2,700 are
reflected as a reduction in the cost to acquire Tylan in the
accompanying consolidated statement of cash flows. The acquisition
is accounted for as a purchase, and accordingly, the purchase price
has been preliminarily allocated to the identifiable tangible and
intangible assets based on estimated fair market values of those
assets. The Company has accrued approximately $31,000 for additional
costs associated with the acquisition. These costs include severance
payable to Tylan employees, abandonment of duplicate Tylan
manufacturing and sales facilities, and termination of certain Tylan
contractual obligations. The Company expects that the integration of
Tylan's operations into those of the Company will be substantially
complete within 18 months. The ultimate execution of the Company's
plans and costs incurred may result in an adjustment to the amounts
preliminarily allocated to assets and liabilities and to amounts
accrued for additional costs associated with the acquisition. The
purchase price included at estimated fair value current assets of
$45,044, property and equipment of $22,759, other assets of $16,477
and the assumption of liabilities of $22,042. Identifiable
intangible assets were valued at $18,042 and included tradenames and
patented and unpatented complete technology. These intangible assets
will be amortized over their estimated useful lives ranging from 6 to
10 years. The value of in-process research and development for which
technical feasibility has not been achieved was $114,091 and was
charged to earnings in the first quarter of 1997. The purchase was
financed through the Company's $450,000 revolving credit facility
discussed in Note J to the Company's financial statements for the
year ended December 31, 1996.
-5-
MILLIPORE CORPORATION
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(In thousands)
5. In March 1997, the Company sold $100,000 of 7.23% unsecured
notes due in 2002 and $100,000 of 7.60% unsecured notes due in 2007,
pursuant to a public offering. Net proceeds from the offering of
$197,950 were used to repay borrowings outstanding under the
Company's $450,000 Revolving Credit Facility. Interest on the new
notes is payable semi-annually in April and October.
In July 1997, the Company reduced the maximum funds available
under the five year Revolving Credit Facility from $450,000 to
$350,000. Individual borrowings under the Revolving Credit
Facility are made on terms not exceeding six months. Accordingly,
borrowings under the facility are reflected in notes payable as a
current liability in the accompanying consolidated balance sheet.
6.On May 2, 1997, the Environmental Quality Board (EQB) of Puerto
Rico served an administrative order on Millipore Cidra, Inc., a
wholly-owned subsidiary of the Company. The administrative order
(EQB order) generally alleges: (i) that the nitrocellulose filter
membrane scrap produced by Millipore Cidra's manufacturing
operations is a hazardous waste as defined in EQB regulations;
(ii) that Millipore Cidra, Inc. failed to manage, transport and
dispose of the nitrocellulose membrane scrap as a hazardous waste;
and (iii) that such failure violated EQB regulations. The EQB
order proposes penalties in the amount of $96,500 and orders
Millipore Cidra, Inc. to manage the nitrocellulose membrane scrap
as a hazardous waste. The Company believes that it has
meritorious arguments, intends to vigorously contest the EQB Order
and believes that it should prevail.
Depending on the ultimate outcome of these proceedings (or if
there are interim material adverse developments), the Company
could be in violation of certain provisions contained in its
$350,000 Revolving Credit Facility, $100,000 6.88% notes due in
2004, $100,000 7.23% notes due 2002 and $100,000 7.60% notes due
in 2007. Violation of these provisions would allow the lenders to
require repayment on demand (or, in the case of the Revolving
Credit Facility, restrict borrowings or re-borrowings). In any
such event, the Company believes that it would be able to
renegotiate the terms of its existing debt, although potentially
on less favorable terms.
7.The Company and Waters Corporation have engaged in an arbitration
proceeding and a related litigation in the Superior Court,
Middlesex, Massachusetts, both of which commenced in the second
quarter of 1995 with respect to the amount of assets required to
be transferred by the Company's Retirement Plan in connection with
the Company's divestiture of its former Chromatography Division.
In the second quarter of 1996, Waters filed a Complaint in the
Federal District Court of Massachusetts alleging that the
Company's operation of the Retirement Plan violates ERISA and
certain sections of the Internal Revenue Code. Judgments in the
Company's favor were handed down by both the Massachusetts
Superior Court and the Federal District Court in May 1997 and July
1997, respectively. Waters has appealed both the state and
federal court judgments. Although there can be no assurances of
the outcome of any judicial appeals of these decisions, or that
federal agencies with jurisdiction over pension benefit transfers
might not review this transaction independently, the Company
believes that it will prevail in any such appeal or review.
8.In February 1997, the Financial Accounting Standards Board (FASB)
issued Statement of Financial Accounting Standard (SFAS) No. 128 -
Earnings per Share. SFAS No. 128 supersedes Accounting Principles
Board Opinion No. 15 (APB No. 15), by establishing new standards
for computing and presenting earnings per share (EPS) and
requiring a dual presentation of basic and dilutive EPS. SFAS No.
128 is effective for financial statements issued for periods
ending after December 15, 1997 and earlier adoption is not
permitted. Neither basic nor dilutive EPS as calculated in
accordance with SFAS No. 128 would be materially different from
primary EPS as presented in these financial statements.
In June 1997, the FASB issued SFAS No. 130 - Reporting
Comprehensive Income. SFAS No. 130 establishes standards for
reporting and display of comprehensive income and its components
in a full set of general purpose financial statements. SFAS No.
130 is effective for fiscal years beginning after December 15,
1997 with earlier application permitted. The Company is currently
assessing the impact of SFAS No. 130.
-6-
MILLIPORE CORPORATION
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(In thousands)
In June 1997, the FASB issued SFAS No. 131 - Disclosure about
Segments of an Enterprise and Related Information. SFAS No. 131
established new standards for reporting operating segments of a
business in annual and interim financial statements. SFAS No. 131
is effective for financial statements for periods beginning after
December 15, 1997. The Company is currently evaluating the impact
of SFAS No. 131.
-7-
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(In thousands)
Forward Looking Statements
The following Discussion and Analysis includes certain forward-
looking statements which are subject to a number of risks and
uncertainties as described in Management's Discussion and Analysis in
the Company's Annual Report on Form 10-K for the year ended December
31, 1996. Such forward-looking statements are based on current
expectations and actual results may differ materially.
Recent Developments
On January 22, 1997, the Company announced the successful completion
of its tender offer for all of the outstanding common shares of Tylan
General, Inc. "Tylan" for $16.00 per share. Tylan became a wholly
owned subsidiary of the Company on January 27, 1997. The aggregate
purchase price, including the assumption of Tylan debt and
transaction costs, was $163,371. This acquisition has been accounted
for as a purchase and resulted in a non-tax deductible charge for
purchased research and development of $114,091 in the first quarter
of 1997.
On December 31, 1996, the Company acquired the Amicon Separation
Science Business "Amicon" of W.R. Grace and Co. for a price of
$129,265 in cash, including transaction costs. This acquisition,
which is discussed more fully in the financial statements of the
Company for the year ended December 31, 1996, has also been accounted
for as a purchase.
Both acquisitions are included in the Company's consolidated
financial statements in the first and second quarters of 1997 from
their respective date of acquisition and, accordingly, results of
operations in the first and second quarters of 1997 are not
comparable to results of operations in the first and second quarters
of 1996.
Results of Operations
Consolidated net sales for the second quarter of 1997 were $192,498,
an increase of 19 percent over sales for the same period last year.
Sales growth measured in local currency terms was 25 percent in the
second quarter of 1997, with the stronger U.S. dollar against the
Japanese Yen and most European currencies decreasing reported sales
growth by 6 percentage points. Sales growth in the second quarter of
1997 was generated primarily by the Company's acquisitions of Amicon
and Tylan. Without these acquisitions, revenues decreased 5 percent
over the same period last year, and, in local currency increased 1
percent. Second quarter earnings per share were $0.38, down from
$0.57 per share last year. Dilution due to acquisitions reduced
earnings per share by $0.09 in the second quarter. The following
table summarizes sales growth by geography and market in the second
quarter of 1997 with and without the recent acquisitions.
Sales growth rates Sales growth rates
measured in local measured in U.S.
currencies dollars
With Without With Without
Acquisi- Acquisi- Acquisi- Acquisi-
tions tions tions tions
Americas 40% 1% 41% 0%
Europe 28% 8% 17% (2)%
Asia/Pacific 7% (4)% (2)% (12)%
25% 1% 19% (5)%
Consolidated
Microelectronics 45% (11)% 37% (17)%
Mfg.
BioPharmaceutil 17% 5% 11% (1)%
Mfg.
Analytical 17% 8% 11% 2%
Laboratory
25% 1% 19% (5)%
Consolidated
-8-
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(In thousands)
Sales growth in the analytical laboratory market in the second
quarter was 8 percent in local currency, consistent with the growth
rate achieved in this market in the second half of 1996. Growth in
this market in the second quarter was higher than the 4 percent
growth achieved in the first quarter of 1997, as manufacturing issues
which slowed production of new products in the first quarter of 1997
were resolved. Sales to microelectronics manufacturing customers
continued to be affected by a down cycle in the microelectronics
industry, a trend which started in the middle of 1996. This downturn
has negatively impacted both sales and income for the first six
months of 1997 as compared to the first six months of 1996. Sales of
microelectronics products did increase slightly in the second quarter
of 1997 compared to the first quarter of 1997. Sales growth in the
BioPharmaceutical market slowed to 5 percent in the second quarter
following 10 percent growth in the first quarter. The lower growth
rate was achieved in comparison to a historic high second quarter in
1996. Sales to biotechnology customers within this market remained
strong.
In the third quarter of 1997, the U.S. dollar has continued to
strengthen against all European countries. If foreign exchange rates
remain at August 1, 1997 levels, the affect of foreign exchange
currencies is expected to reduce reported third quarter and full year
1997 sales growth by approximately 7 to 8 percentage points when
compared to local currency growth rates.
Gross margins in the second quarter of 1997 were 55.6 percent of
sales, compared to 59.6 percent in the second quarter of 1996. Gross
margin percentages were lower than those in the same period last year
as the acquired businesses both have lower gross margin percentages
than those achieved by the Company in 1996. The Company expects that
gross margin percentages in the second half of 1997 will approximate
those reported in the second quarter of 1997.
Operating expenses in the second quarter of 1997 increased 28 percent
over operating expenses for the second quarter of 1996. The increase
is mainly due to operating expenses of the acquired businesses. The
Company expects operating expenses in the third quarter will
approximate those incurred in the second quarter.
The gain on sale of equity securities of $1,769 in the first quarter
of 1997 represents the sale of a portion of the Company's holdings in
PerSeptive Biosystems common shares. The Company did not sell any
additional shares in the second quarter. The Company has sold
additional portions of this equity investment in the third quarter of
1997.
Net interest expense in the second quarter of 1997 was significantly
higher than that of the second quarter of 1996, due to increased
borrowings used to acquire Amicon and Tylan. Interest on borrowing
required to complete the Tylan acquisition, as well as interest on
Tylan's assumed debt, are included in the Company's statement of
income from January 22, 1997. Accordingly, interest expense in the
second quarter of 1997 was higher than interest expense in the first
quarter of 1997 as such borrowings were outstanding for the entire
quarter.
The Company's effective income tax rate for the first six months of
1997, excluding the non-tax deductible write-off of purchased
research and development associated with the Tylan acquisition, was
21.0 percent compared to 23.5 percent for the full year in 1996. The
effective rate of 19.0 percent for the second quarter reflects the
impact of adjusting the full year effective rate down to 21.0 percent
from 22.5 percent, which was the estimated effective rate recorded in
the first quarter. The effective rate in 1997 is lower than the
effective rate in 1996 as the Company's current estimates of 1997
income increase the relative importance of the Company's low tax rate
manufacturing sites as compared to 1996.
-9-
A substantial portion of the Company's business is conducted outside
of the United States through its foreign subsidiaries. This exposes
the Company to risks associated with foreign currency rate
fluctuations which can impact the Company's revenue and net income.
The Company had entered into foreign currency transactions, primarily
forward and option contracts to sell Yen, on a continuing basis in
amounts and timing consistent with the underlying currency exposure
so that the gains or losses on these transactions offset gains or
losses on the underlying exposure. In the second quarter of 1997, a
gain of $1,500 was realized on the Company's foreign exchange
contracts and was recorded in cost of sales, compared to a gain of
$546 in the second quarter of 1996. As of June 30, 1997, the Company
has only forward option contracts to sell yen. In the event of a
significant strengthening of the U.S. dollar against the yen, the
exercise of these forward options will partially mitigate losses
incurred by the Company on the underlying currency exposure. The
Company does not engage in speculative trading activity.
Capital Resources And Liquidity
Cash flow from operations in the first six months of 1997 was $11,836
compared to $32,994 in the first six months of 1996. Cash flow from
operations in the first six months of 1997 included outflows of
$15,200, primarily employee severance and related costs associated
with the acquisitions of Amicon and Tylan.
During the six months of 1997, cash generated from operations, along
with increased borrowings, was used to acquire Tylan, invest in
property, plant and equipment, and pay dividends. Property, plant
and equipment expenditures in the first six months of 1997 were
slightly higher than for the same period in 1996, and are expected to
increase slightly in subsequent quarters during 1997.
The Company spent $2,775 in the first half of 1997 to satisfy
obligations related to discontinued operations. The Company expects
that cash expenditures related to its discontinued operations will be
insignificant after the third quarter of 1997, as contractual support
services provided to the divested businesses will expire.
As noted in Footnote 5 to the Consolidated Condensed Financial
Statements, the Company successfully completed a public debt offering
in the first quarter of 1997. Net proceeds from the offering of
$197,950 were used to repay borrowings outstanding under the
Company's Revolving Credit Facility.
Refer to Footnote 6 to the Consolidated Condensed Financial
Statements regarding the Company's recent notification from the
Environmental Quality Board of Puerto Rico and the potential capital
resource and liquidity issues arising from the resolution of this
notification.
-10-
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
The Company and Waters Corporation have engaged in an arbitration
proceeding and a related litigation in the Superior Court, Middlesex,
Massachusetts, both of which commenced in the second quarter of 1995
with respect to the amount of assets required to be transferred by
the Company's Retirement Plan in connection with the Company's
divestiture of its former Chromatography Division. In the second
quarter of 1996, Waters filed a Complaint in the Federal District
Court of Massachusetts alleging that the Company's operation of the
Retirement Plan violates ERISA and certain sections of the Internal
Revenue Code. Judgments in the Company's favor were handed down by
both the Massachusetts Superior Court and the Federal District Court
in May 1997 and July 1997, respectively. Waters has appealed both
the state and federal court judgments. Although there can be no
assurances of the outcome of any judicial appeals of these decisions,
or that federal agencies with jurisdiction over pension benefit
transfers might not review this transaction independently, the
Company believes that it will prevail in any such appeal or review.
Item 4. Submission of Matters to a Vote of Security Holders
a.The Annual Meeting of Stockholders of Millipore Corporation was
held on April 17, 1997.
c.The following matter was voted upon at the Annual Meeting: the
election of three Class I directors for a three-year term. The
following votes were tabulated with respect to the election.
Matter Voted Upon Votes Withheld
"For"
Election of
Directors:
Mark Hoffman 38,390,018 176,098
John Reno 38,400,168 165,948
C. William Zadel 38,406,329 159,787
There were no votes against any nominee and no broker non-votes
Item 6. Exhibits and Reports on Form 8-K.
a.Exhibits
27 Article 5 Financial Data Schedule - Second Quarter 1997
b.Reports on Form 8-K
The Company filed the following reports on Form 8-K during the
second quarter of 1997:
Form 8-K report dated May 2, 1997 filed on May 7, 1997; the
Company's wholly owned subsidiary Millipore Cidra, Inc., received
an administrative order from the Environmental Quality Board of
Puerto Rico.
-11-
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
Millipore Corporation
Registrant
August 13, 1997 /s/ Francis J. Lunger
Date Francis J. Lunger
Corporate Vice President, Chief
Financial Officer and Treasurer
-12-
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<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 4,184
<SECURITIES> 25,168
<RECEIVABLES> 184,023
<ALLOWANCES> 0
<INVENTORY> 127,728
<CURRENT-ASSETS> 354,230
<PP&E> 424,342
<DEPRECIATION> 205,070
<TOTAL-ASSETS> 768,520
<CURRENT-LIABILITIES> 324,990
<BONDS> 0
<COMMON> 56,988
0
0
<OTHER-SE> 60,840
<TOTAL-LIABILITY-AND-EQUITY> 768,520
<SALES> 371,337
<TOTAL-REVENUES> 371,337
<CGS> 165,439
<TOTAL-COSTS> 165,439
<OTHER-EXPENSES> 266,914
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 14,183
<INCOME-PRETAX> (72,033)
<INCOME-TAX> 9,348
<INCOME-CONTINUING> (81,381)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (81,381)
<EPS-PRIMARY> (1.87)
<EPS-DILUTED> (1.87)
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