<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 28, 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 No. 0-12744
SUNRISE MEDICAL INC.
(Exact name of registrant as specified in its charter)
Delaware 95-3836867
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2382 FARADAY AVENUE, SUITE 200
CARLSBAD, CA 92008
(Address of principal executive offices)
Registrant's telephone number, including area code: (760) 930-1500
Indicate by check mark whether registrant (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months and (2) has been subject to such filing requirements for
the past 90 days. Yes [X] No [_]
Number of shares of common stock outstanding at April 30, 1997: 19,295,024
<PAGE>
SUNRISE MEDICAL INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
March 28, June 28,
1997 1996
------------- -----------
ASSETS (Unaudited)
- ------
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 710 $ 1,785
Trade receivables, net 115,250 123,924
Installment receivables, net 12,680 10,312
Inventories 89,657 80,937
Income tax refunds receivable 4,868 12,535
Deferred income taxes 17,908 17,802
Other current assets 6,584 5,016
-------- --------
Total current assets 247,657 252,311
Property and equipment, net of accumulated
depreciation of $84,204 and $75,151, respectively 87,406 82,246
Goodwill and other intangible assets, net 277,982 278,857
Other assets, net 6,529 7,002
-------- --------
Total assets $619,574 $620,416
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
- ----------------------------------------
Current liabilities:
Current installments of long-term debt $ 4,997 $ 5,748
Trade accounts payable 38,790 42,861
Accrued compensation and other expenses 96,432 88,331
Income taxes 6,461 10,380
-------- --------
Total current liabilities 146,680 147,320
Long-term debt, less current installments 192,850 207,446
Deferred income taxes 5,626 5,096
Stockholders' equity:
Preferred stock, $1 par. Authorized 5,000 shares; none issued - -
Common stock, $1 par. Authorized 40,000 shares; 19,291 and 18,847
shares, respectively, issued and outstanding 19,291 18,847
Additional paid-in capital 202,240 195,906
Retained earnings 52,025 45,409
Cumulative foreign currency translation adjustment 862 392
-------- --------
Total stockholders' equity 274,418 260,554
-------- --------
Total liabilities and stockholders' equity $619,574 $620,416
======== ========
</TABLE>
(See accompanying notes to condensed consolidated financial statements)
2
<PAGE>
SUNRISE MEDICAL INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
Thirteen Weeks Ended Thirty-nine Weeks Ended
March 28, March 29, March 28, March 29,
1997 1996 1997 1996
----------- ----------- --------- ---------
<S> <C> <C> <C> <C>
Net sales $158,419 $169,574 $ 493,482 $ 500,456
Cost of sales 107,645 113,370 333,642 335,395
-------- -------- --------- ---------
Gross profit 50,774 56,204 159,840 165,061
-------- -------- ---------- ---------
Marketing, selling and administrative expenses 36,076 38,739 110,328 119,020
Research and development expenses 4,365 3,721 11,866 11,414
Corporate expenses 2,730 2,768 9,684 7,385
Amortization of goodwill and other intangibles 2,067 2,194 6,224 6,458
Unusual items - -- -- 34,771
-------- -------- --------- ---------
Corporate operating income (loss) 5,536 8,782 21,738 ( 13,987)
-------- -------- --------- ---------
Other (expense) income:
Interest expense ( 3,671) ( 4,455) ( 11,545) ( 12,121)
Interest income 828 623 2,382 1,989
Other income and expense, net ( 78) ( 70) 639 ( 364)
-------- -------- --------- --------
( 2,921) ( 3,902) ( 8,524) ( 10,496)
-------- -------- --------- --------
Income (loss) before income taxes 2,615 4,880 13,214 ( 24,483)
Income tax expense (benefit) 1,511 2,186 6,598 ( 6,879)
-------- -------- --------- ---------
Net income (loss) $ 1,104 $ 2,694 $ 6,616 $( 17,604)
======== ======== ========= =========
Net income (loss) per share $0.06 $0.14 $0.35 $( 0.94)
======== ======== ========= =========
Weighted average number of shares outstanding 19,407 18,987 19,164 18,799
======== ======== ========= =========
</TABLE>
(See accompanying notes to condensed consolidated financial statements)
3
<PAGE>
SUNRISE MEDICAL INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
<TABLE>
<CAPTION>
Thirty-nine Weeks Ended
---------------------------
March 28, March 29,
1997 1996
-------------- ----------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 6,616 $( 17,604)
Non-cash charges 20,939 25,370
Changes in assets and liabilities, net of effect
of acquisitions/divestitures:
Receivables, net (2,215) 4,207
Inventories (9,390) 2,599
Prepaid expenses and other assets 551 ( 12,184)
Income taxes 3,748 8,733
Accounts payable and other liabilities 4,085 3,809
-------- ---------
Net cash provided by operating activities 24,334 14,930
-------- ---------
Cash flows from investing activities:
Purchase of property and equipment ( 22,150) ( 15,520)
Proceeds from sale of businesses 14,000 6,004
Net cash invested in acquisition of businesses ( 856) ( 23,072)
_______ ---------
Net cash used for investing activities ( 9,006) ( 32,588)
_______ ---------
Cash flows from financing activities:
Borrowings of long-term debt 99,000 137,819
Repayments of long-term debt (115,645) (119,670)
Proceeds from issuance of common stock 294 115
------- ---------
Net cash (used for) provided by financing activities ( 16,351) 18,264
------- ---------
Effect of exchange rate changes on cash ( 52) 44
------- ---------
Net (decrease) increase in cash and cash equivalents ( 1,075) 650
Cash and cash equivalents at beginning of period 1,785 1,740
------- ---------
Cash and cash equivalents at end of period $ 710 $ 2,390
======== =========
</TABLE>
(See accompanying notes to condensed consolidated financial statements)
4
<PAGE>
SUNRISE MEDICAL INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
The information contained in the consolidated financial statements and footnotes
is condensed from that which would appear in the annual consolidated financial
statements. Accordingly, these condensed consolidated financial statements
should be reviewed in conjunction with the consolidated financial statements and
related notes contained in the Annual Report on Form 10-K for the fiscal year
ended June 28, 1996, filed by Sunrise Medical Inc. (the "company") with the
Securities and Exchange Commission. The unaudited condensed consolidated
financial statements as of March 28, 1997 and for the thirteen week and thirty-
nine week periods ended March 28, 1997 and March 29, 1996 include all
adjustments (consisting of normal recurring adjustments) considered necessary
for a fair presentation. The results of operations for interim periods are not
necessarily indicative of the results that may be expected for the entire year.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial statements and accompanying notes.
Actual results could differ from those estimates.
2. Inventories
Certain inventories are stated at the lower of last-in, first-out (LIFO) cost or
market value. All other inventories are stated at the lower of the first-in,
first-out (FIFO) cost or market value. Inventories consist of the following (in
thousands):
<TABLE>
<CAPTION>
March 28, June 28,
1997 1996
-------- --------
<S> <C> <C>
Raw material $35,943 $33,980
Work-in-progress 11,954 9,629
Finished goods 41,760 37,328
------- -------
$89,657 $80,937
======= =======
</TABLE>
Interim period inventory classifications involve a degree of estimation due to
the timing of physical inventories throughout the fiscal year.
3. Sale of Comfort Clinic
In October 1996 the company sold its Comfort Clinic division for cash of $14
million. The sales price is subject to post-closing adjustment based on changes
in book value as of the closing date. Comfort Clinic had sales of $13.9 million
through the date of sale, or 3% of total sales for the three quarters ended
March 28, 1997, compared to sales of $36.0 million or 7.2% of sales in the first
three quarters of fiscal 1996. The proceeds from the sale were used to reduce
borrowings on the company's bank credit facility.
5
<PAGE>
4. Acquisition of Kid-Kart, Inc.
On December 27, 1996 the company acquired Kid-Kart, Inc., a manufacturer of
pediatric positioning strollers and other dependent mobility products, for
416,000 shares of common stock valued at $6.5 million and cash of $.5 million.
The transaction was accounted for as a purchase. Pro forma results of
operations giving effect to the acquisition as though it had occurred on July 1,
1995 would not differ materially from amounts reported.
5. Consolidation of U.S. Homecare Divisions
In January 1997 the company announced the consolidation of all U.S. homecare
divisions into a new business unit, with headquarters at the company's existing
facility in Boulder, Colorado. The consolidation of administrative functions
should be completed by the end of the 1998 fiscal year.
6
<PAGE>
SUNRISE MEDICAL INC. AND SUBSIDIARIES
ITEM 1. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS
Thirteen weeks ended March 28, 1997 compared to thirteen weeks ended March 29,
- ------------------------------------------------------------------------------
1996
- ----
Net sales for the third quarter of fiscal 1997 were $158.4 million compared to
$169.6 million in the comparable period of fiscal 1996, a decrease of 7%.
Excluding the effect of the company's divested support surfaces rental and
consumer businesses, internal sales growth was 2% and foreign currency
translation reduced sales by 2%.
The company reports operating results under three groupings, which follow its
operating management structure: Homecare, Extended Care (both based in North
America) and Europe (which includes both homecare and extended care products).
Sales of the North American Homecare Products group increased 8% in the third
quarter of fiscal 1997 to $71.9 million, compared to $66.3 million in the third
quarter of fiscal 1996. This group was led by 11% growth in sales of
respiratory products, aided by recently introduced new products, with
wheelchairs achieving 8% growth and patient aids 5%.
The North American Extended Care Products group recorded sales of $22.6 million
in the third quarter of fiscal 1997, a decline of 12% from sales of $25.5
million in the comparable period of fiscal 1996. A significant decline in sales
of healthcare support surfaces (in part reflecting the sale of the company's air
therapy rental business in January 1996) more than offset solid sales growth in
nursing home beds.
In Europe, sales decreased by 3% to $64.0 million in the third quarter of fiscal
1997, compared to $66.5 million in the third quarter of fiscal 1996. Internal
sales growth of 2% was offset by a 5% negative effect from foreign currency
translations.
Key items as a percentage of net sales were:
<TABLE>
<CAPTION>
Thirteen Weeks Ended
--------------------
March 28, March 29,
1997 1996
---- ----
<S> <C> <C>
Gross profit 32.1% 33.1%
Corporate operating income 3.5% 5.2%
Interest expense 2.3% 2.6%
Net income 0.7% 1.6%
</TABLE>
Gross profit of $50.8 million in the third quarter of fiscal 1997 was $5.4
million below the $56.2 million recorded in the comparable quarter of fiscal
1996. The gross margin, or gross profit as a
7
<PAGE>
percentage of net sales, decreased 1.0% to 32.1%. Gross margins in a number of
domestic homecare product lines were adversely affected by market pricing
pressures indirectly driven by the growth of managed healthcare. Because the
company's U.K. based manufacturing operations ship throughout Europe, the
strength of the British pound against other European currencies also compressed
profit margins.
Research and development expenses increased 17% to $4.3 million in the third
quarter of fiscal 1997 from $3.7 million in the same period of fiscal 1996.
This increase reflects the company's strengthened focus on developing new
products and improvements to existing products.
Marketing, selling and administrative expenses decreased 7% in the third quarter
of fiscal 1997 compared to the prior year period, while remaining a constant
22.8% of sales. Excluding businesses sold in the past year, marketing, selling
and administrative expenses declined 2%, reflecting the continuing results of a
company-wide cost reduction program. The current quarter includes substantially
higher bad debt expense as two large U.S. homecare dealers unexpectedly ceased
operations. Also, the company incurred severance payments related to a
reduction in force. Excluding the bad debt expense and severance payments,
marketing, selling and administrative expenses decreased 13% in the third
quarter of fiscal 1997 compared to the same period in fiscal 1996.
Corporate expenses were $2.7 million in the third quarter of fiscal 1997, a
decrease of $0.1 million or 1% compared to the third quarter of fiscal 1996,
reflecting the results of ongoing cost reduction efforts.
Interest expense for the third quarter of fiscal 1997 was $3.7 million or 18%
lower than interest expense of $4.5 million in the third quarter of the prior
year, due to lower average borrowings and slightly lower interest rates.
The effective tax rate of 57.8% in the third quarter of fiscal 1997 compares to
a rate of 44.8% in the third quarter of fiscal 1996. The tax provision in the
quarter included an additional $0.2 million to increase the year-to-date tax
rate to 50%. Non-deductible goodwill amortization causes the effective rate to
be greater than the statutory tax rate of 35%.
Net income in the third quarter of fiscal 1997 was $1.1 million, or $0.06 per
share, compared to net income of $2.7 million or $0.14 per share in the third
quarter of fiscal 1996.
Thirty-nine weeks ended March 28, 1997 compared to thirty-nine weeks ended March
- --------------------------------------------------------------------------------
29, 1996
- --------
Net sales for the first three quarters of the company's 1997 fiscal year were
$493.5 million, a 1% decrease from net sales of $500.5 million for the
corresponding period of fiscal 1996. Excluding the net impact of businesses
acquired or sold, which reduced sales by 4%, internal growth contributed 4%
while foreign currency translations were a negative 1%.
North American Homecare sales increased 5% to $207.9 million from $198.7 million
in the first three quarters of fiscal 1996, with modest growth in wheelchairs
and respiratory products and a
8
<PAGE>
slight decrease in patient aid sales. The North American Extended Care group had
sales of $71.1 million for the thirty-nine week period ended March 28, 1997, a
10% decline from sales of $78.9 million in the corresponding 1996 period. This
decline results from the divestiture in January 1996 of the company's support
surfaces rental business, as well as lower sales in the remaining support
surfaces business. Sales of nursing home beds increased significantly compared
to the prior year period.
In Europe, sales increased 7% in the first three quarters of fiscal 1997 to
$200.6 million from sales of $187.2 million in 1996. A negative 3% foreign
currency translation impact was offset by 3% attributable to acquisitions.
Key items as a percentage of net sales (excluding unusual items) were:
<TABLE>
<CAPTION>
Thirty-Nine Weeks Ended
-------------------------
March 28, March 29,
1997 1996
---- ----
<S> <C> <C>
Gross profit 32.4% 33.0%
Corporate operating income 4.4% 4.2%
Interest expense 2.3% 2.4%
Net income (loss) 1.3% 0.9%
</TABLE>
Gross profit of $159.8 million in the first three quarters of fiscal 1997
decreased by $5.3 million or 3.2% from $165.1 million in the corresponding
period of fiscal 1996. The decline in gross margin (gross profit as a
percentage of net sales) to 32.4% from 33.0% resulted primarily from pricing
pressures in the North American homecare business, which more than offset the
gross margin improvement resulting from the sale of Comfort Clinic in October
1996 and improved performance of the remaining support surfaces business.
Research and development expenses increased 4% in the nine month period of
fiscal 1997 to $11.9 million from $11.4 million in the corresponding period of
fiscal 1996. Research and development spending remained fairly constant at 2.4%
of net sales for the three quarters ended March 28, 1997 compared to 2.3% of net
sales for the same period in fiscal 1996.
Marketing, selling and administrative expenses declined 7% in the first three
quarters of fiscal 1997, from $119.0 million to $110.3 million in the same
period of fiscal 1996. Adjusting for businesses sold, these expenses increased
0.5%, a lower rate than the similarly adjusted sales increase of 5%, reflecting
the results of a company-wide profit improvement program instituted early in the
1996 calendar year. Marketing, selling and administrative expenses for 1997
include one-time costs of $1.4 million for the company's sponsorship of the 1996
Atlanta Paralympic Games. Without these costs, marketing, selling and
administrative expenses were 22.1% of sales in the first three quarters of 1997
compared to 23.8% in 1996.
Corporate expenses of $9.7 million in the first three quarters of fiscal 1997
were 31% above the $7.4 million recorded in the first nine months of fiscal
1996. Higher internal audit and insurance costs substantially contributed to
this increase.
9
<PAGE>
Interest expense decreased 5% in the fiscal 1997 period compared to $12.1
million in the prior year period. Average borrowings were 6% lower in the first
nine months of fiscal 1997, but savings were partially offset by slightly higher
interest rates. Interest income increased 20% to $2.4 million in 1997 from $2.0
million in 1996, consistent with the increase in the company's portfolio of
installment receivables. Other income/expense in fiscal 1997 includes $.9
million from the favorable settlement of a legal dispute.
For the first nine months of fiscal 1997, net income was $6.6 million or $0.35
per share. In the corresponding period of fiscal 1996, the company recognized
unusual charges of $34.8 million, resulting in a net loss of $17.6 million or a
loss of $0.94 per share. Net income excluding the unusual items was $4.6
million or $0.24 per share.
LIQUIDITY AND CAPITAL RESOURCES
Cash provided by operating activities was $24.3 million during the nine months
ended March 28, 1997, compared to $14.9 million in the corresponding period of
fiscal 1996. Property and equipment purchases were $22.2 million, an increase
of $6.6 million over the 1996 period. Total debt was reduced by $15.3 million
in the first three quarters of fiscal 1997. Working capital decreased by $4.0
million to $101.0 million at March 28, 1997 compared to the June 28, 1996 level,
caused largely by the sale of Comfort Clinic and use of the proceeds to reduce
debt.
In November 1996 the company purchased a 370,000 square foot facility for
approximately $3.0 million to consolidate four U.K.-based manufacturing
divisions into a combined Sunrise Medical Ltd. facility. The consolidation
should be completed by October 1997.
In January 1997 the consolidation of all U.S. homecare divisions into a new
business unit was announced, with headquarters at an existing facility in
Boulder, Colorado. The consolidation of administrative functions will not be
completed until the end of the 1998 fiscal year.
The company recorded pre-tax charges from unusual items of $65.2 million in
fiscal 1996. These charges included: $18.6 million for costs of an internal
investigation and restatement of historical financial statements and the
settlement of litigation, including attorneys' fees; $27.6 million related to
the support surfaces business, consisting of loss on the sale of businesses of
$5.8 million, goodwill write-downs of $13.8 million and other asset adjustments
of $8.0 million to reflect revised estimates of net asset realizations; and
$19.0 million related to the company's reorganization and cost reduction
program, including severance costs ($3.2 million), facility closing costs ($5.4
million), and product discontinuance and other expenses ($10.4 million). Of the
total charges of $65.2 million, approximately $36.2 million involve cash
payments and $29.0 million represent non-cash charges. Cash payments of $18.8
million were made through June 28, 1996, and an additional $4.2 million was paid
during the first nine months of fiscal 1997. Substantially all of the $13.2
million balance of cash charges is expected to be paid over the next six months.
10
<PAGE>
The company adopted Financial Accounting Standards Board (FASB) Statement No.
121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived
Assets to be Disposed Of," in the first quarter of its 1997 fiscal year. The
effect of such adoption was not material. The company has elected to continue
to account for stock options in accordance with Opinion No. 25 of the Accounting
Principles Board, and will adopt the disclosure provisions of FASB Statement No.
123 in its fiscal 1997 financial statements.
IMPACT OF INFLATION
Inflation did not have any significant effect on the company's operating results
in the first half of fiscal 1997.
FORWARD-LOOKING STATEMENTS
The company has made forward-looking statements in this Form 10-Q concerning the
timing of the consolidation of various Sunrise divisions worldwide, and the
timing of cash payments related to restructuring and other liabilities. These
statements are only predictions. Actual events or results may differ materially
as a result of risks and uncertainties facing the company including: (i) the
impact of competitive products and activities; (ii) incrased industry pricing
pressures; (iii) disruptions caused by the company's consolidation of
operations, (iv) the rising costs of raw materials; (v) product development,
commercialization and market acceptance risks; (vi) unfavorable governmental
regulatory actions (such as by the FDA in the U.S.); and (vii) other factors
referenced in the company's filings with the Securities and Exchange Commission.
The company disclaims any obligation to update any such factors or to announce
publicly the result of any revisions to any of the forward-looking statements
contained in this and other Securities and Exchange Commission filings of the
company, or to make corrections to reflect future events or developments.
11
<PAGE>
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Company held its Annual Meeting of Stockholders on November 21, 1996. The
following eight directors were elected for a one-year term. The manner in which
the shares represented at the meeting were voted in the election of each
director is set forth below.
<TABLE>
<CAPTION>
Voted Withheld/
For Abstained
---------- ---------
<S> <C> <C>
Lee A. Ault III 16,155,302 171,117
Richard H. Chandler 16,154,258 172,161
Lloyd E. Cotsen 16,151,702 174,717
Babette Heimbuch 16,149,885 176,534
Murray H. Hutchison 16,157,952 168,467
William L. Pierpoint 16,156,130 170,289
Joseph Stemler 16,155,822 170,597
John R. Woodhull 16,157,502 168,917
</TABLE>
12
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
Number Description
- ------ -----------------
10.1 Amended and Restated Stock Option Plan for Key Associates. (incorporated
herein by reference to the 1990 Definitive Proxy Statement of the
company)
10.2 1993 Stock Option Plan. (Incorporated herein by reference to the 1993
Definitive Proxy Statement of the company)
10.3 Management Incentive Bonus Plan. (Incorporated herein by reference to the
company's Registration Statement No. 2-86314 filed with the Securities
and Exchange Commission)
10.4 Special Bonus Plan. (Incorporated herein by reference to the company's
fiscal 1992 Form 10-K)
10.5 Second Amended and Restated Credit Agreement dated as of September 29,
1995 among Sunrise Medical Inc. and certain subsidiary borrowers and
guarantors, Bank of America as agent and other lenders. (Incorporated
herein by reference to the company's Form 10-K/A for the year ended June
30, 1995)
10.6 First Amendment to Second Amended and Restated Credit Agreement and
Waiver dated as of May 2, 1996 among Sunrise Medical Inc. and certain
subsidiary borrowers and guarantors, Bank of America as agent and other
lenders. (Incorporated herein by reference to the company's Form 10-Q for
the quarter ended March 29, 1996)
10.7 Second Amendment to Second Amended and Restated Credit Agreement and
Waiver dated as of August 22, 1996 among Sunrise Medical Inc. and certain
1996 subsidiary borrowers and guarantors, Bank of America as agent and
other lenders. (Incorporated herein by reference to the company's Form
10-K for year ended June 28, 1996)
27 Financial Data Schedule
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the quarter ended March 28,
1997.
13
<PAGE>
SUNRISE MEDICAL INC. AND SUBSIDIARIES
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.
SUNRISE MEDICAL INC.
Date: May 9, 1997 /s/ Ted N. Tarbet
----------------------------
Ted N. Tarbet
Senior Vice President and
Chief Financial Officer
(Principal Financial Officer)
Date: May 9, 1997 /s/ John M. Radak
----------------------------
John M. Radak
Vice President and Controller
(Principal Accounting Officer)
14
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED BALANCE SHEET AS OF MARCH 28, 1997 AND THE CONDENSED
CONSOLIDATED STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED MARCH 28, 1997
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-27-1997
<PERIOD-END> MAR-28-1997
<CASH> 710
<SECURITIES> 0
<RECEIVABLES> 138,760
<ALLOWANCES> 10,830
<INVENTORY> 89,657
<CURRENT-ASSETS> 247,657
<PP&E> 171,610
<DEPRECIATION> 84,204
<TOTAL-ASSETS> 619,574
<CURRENT-LIABILITIES> 146,680
<BONDS> 192,850
0
0
<COMMON> 19,291
<OTHER-SE> 255,127
<TOTAL-LIABILITY-AND-EQUITY> 619,574
<SALES> 493,482
<TOTAL-REVENUES> 493,482
<CGS> 333,642
<TOTAL-COSTS> 333,642
<OTHER-EXPENSES> 138,102
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 11,545
<INCOME-PRETAX> 13,214
<INCOME-TAX> 6,598
<INCOME-CONTINUING> 6,616
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 6,616
<EPS-PRIMARY> 0.35
<EPS-DILUTED> 0.35
</TABLE>
