<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended November 30, 1999
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. 0-11488
Penford Corporation
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Washington 91-1221360
- --------------------------------------------------------------------------------
(State of Incorporation) (I.R.S. Employer
Identification No.)
777-108th Avenue N.E., Suite 2390, Bellevue, WA 98004-5193
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(425) 462-6000
(Registrant's telephone number, including area code)
Indicate by a check mark whether the 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 (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 [ ]
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of January 5, 2000.
Class Outstanding
----- -----------
Common stock, par value $1.00 7,423,155
<PAGE> 2
PENFORD CORPORATION AND SUBSIDIARIES
INDEX
<TABLE>
<CAPTION>
Page No.
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<S> <C>
PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements
Condensed Consolidated Balance Sheets 3
November 30, 1999 and August 31, 1999
Condensed Consolidated Statements of Income 4
Three Months Ended November 30, 1999 and
November 30, 1998
Condensed Consolidated Statements of Cash Flow 5
Three Months Ended November 30, 1999 and
November 30, 1998
Notes to Condensed Consolidated Financial Statements 6-7
Item 2 - Management's Discussion and Analysis of 8-10
Financial Condition and Results of Operations
Item 3 - Quantitative and Qualitative Disclosures 10
About Market Risk
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings 11
Item 2 - Changes in Securities 11
Item 3 - Defaults Upon Senior Securities 11
Item 4 - Submission of Matters to a Vote of Security Holders 11
Item 5 - Other Information 11
Item 6 - Exhibits and Reports on Form 8-K 11-13
SIGNATURES 14
</TABLE>
2
<PAGE> 3
PART I - FINANCIAL INFORMATION
Item 1 Financial Statements
PENFORD CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
<TABLE>
<CAPTION>
November 30, 1999 August 31, 1999
----------------- ---------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ -- $ 15
Trade accounts receivable 20,939 18,418
Inventories:
Raw materials and other 3,680 3,423
Work in progress 448 438
Finished goods 5,981 6,260
--------- ---------
10,109 10,121
Prepaid expenses and other 4,755 4,384
--------- ---------
Total current assets 35,803 32,938
Net property, plant and equipment 111,522 111,072
Deferred income taxes 12,883 13,849
Restricted cash value of life insurance 11,896 11,896
Other assets 3,320 3,378
--------- ---------
Total assets $ 175,424 $ 173,133
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Bank overdraft, net $ 44 $ --
Accounts payable 10,558 9,655
Accrued liabilities 9,853 9,185
Current portion of long-term debt 3,067 3,277
--------- ---------
Total current liabilities 23,522 22,117
Long-term debt 52,604 53,101
Other postretirement benefits 10,626 10,572
Deferred income taxes 20,663 21,769
Other liabilities 6,264 5,876
Shareholders' equity:
Common stock 9,270 9,267
Additional paid-in capital 21,531 21,459
Retained earnings 61,480 59,370
Treasury stock (30,536) (30,327)
Note receivable from Savings and
Stock Ownership Plan
-- (71)
--------- ---------
Total shareholders' equity 61,745 59,698
--------- ---------
Total liabilities and shareholders' equity $ 175,424 $ 173,133
========= =========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
3
<PAGE> 4
PENFORD CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Dollars in thousands except per share data)
<TABLE>
<CAPTION>
Three Months Ended November 30
------------------------------
1999 1998
---------- -----------
<S> <C> <C>
Sales $ 40,553 $ 38,723
Cost of sales 29,487 28,089
---------- -----------
Gross margin 11,066 10,634
Operating expenses 5,967 5,675
---------- -----------
Income from operations 5,099 4,959
Interest expense, net (1,276) (1,428)
---------- -----------
Income before Taxes 3,823 3,531
Income taxes 1,338 1,236
---------- -----------
Net income $ 2,485 $ 2,295
========== ===========
Weighted average common shares and
equivalents outstanding 7,709,616 7,749,191
Earnings per common share:
Net income
Basic $ 0.33 $ 0.31
========== ===========
Diluted $ 0.32 $ 0.30
========== ===========
Dividends declared per common share $ 0.05 $ 0.05
========== ===========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
4
<PAGE> 5
PENFORD CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
(Dollars in thousands)
<TABLE>
<CAPTION>
Three Months Ended November 30
------------------------------
1999 1998
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<S> <C> <C>
Operating Activities:
Net Income $ 2,485 $ 2,295
Adjustments to reconcile net income
to net cash from operations:
Depreciation 3,311 3,006
Deferred income taxes (141) (187)
Change in operating assets and liabilities
of continuing operations:
Trade receivables (2,521) 1,521
Inventories 12 843
Accounts payable, prepaids and other 1,310 3,203
Net cash used in discontinued operations -- (1,017)
-------- -------
Net cash from operating activities 4,456 9,664
Investing Activities:
Additions to property, plant and equipment, net (3,741) (5,175)
Other 481 279
-------- -------
Net cash used by investing activities (3,260) (4,896)
Financing Activities:
Proceeds from unsecured line of credit 13,795 6,355
Payments on unsecured line of credit (11,435) (8,696)
Payments on long-term debt (3,067) (3,067)
Exercise of stock options 30 --
Purchase of treasury stock (209) --
Payment of dividends (369) (367)
-------- -------
Net cash used by financing activities (1,255) (5,775)
-------- -------
Net decrease in cash and equivalents (59) (1,007)
Cash and cash equivalents at
beginning of period 15 3,200
-------- -------
Cash and cash equivalents (bank overdraft) at
end of period $ (44) $ 2,193
======== =======
</TABLE>
See accompanying notes to condensed consolidated financial statements.
5
<PAGE> 6
PENFORD CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements
have been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions
to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not
include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In
the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation of the
interim period presented have been included. 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.
Operating results for the three month period ended November 30, 1999
are not necessarily indicative of the results that may be expected for
the year ending August 31, 2000. For further information, refer to the
consolidated financial statements and footnotes thereto included in
Penford Corporation's ("Penford" or the "Company") annual report on
Form 10-K for the fiscal year ended August 31, 1999.
Certain prior year amounts have been reclassified to conform with
current year presentation, which had no effect on previously reported
net income.
6
<PAGE> 7
2. EARNINGS PER COMMON SHARE
The following table presents the computation of basic and diluted
earnings per share under SFAS No. 128 (dollars in thousands, except per
share data):
<TABLE>
<CAPTION>
Three Months Ended
November 30
----------------------------
1999 1998
---------- ----------
<S> <C> <C>
Net income $ 2,485 $ 2,295
========== ==========
Weighted average common
shares outstanding 7,424,711 7,356,882
Net effect of dilutive
stock options 284,905 392,309
---------- ----------
Weighted average common shares
outstanding assuming dilution 7,709,616 7,749,191
========== ==========
Earnings per common share:
Net income
Basic $ 0.33 $ 0.31
========== ==========
Diluted $ 0.32 $ 0.30
========== ==========
</TABLE>
Basic earnings per share reflects only the weighted average common
shares outstanding. Diluted earnings per share reflects weighted
average common shares outstanding and the effect of any dilutive common
stock equivalent shares.
3. RESTRUCTURE COSTS
On March 22, 1999, the Company announced a plan to reduce the
administrative workforce at Penford Products by approximately 15% in an
effort to align operating costs with market conditions. The workforce
reduction of 20 employees was implemented through a combination of a
voluntary retirement incentive program and involuntary layoffs.
In connection with the workforce reduction plan, restructuring costs
totaling $1.6 million were charged to continuing operations in the
third quarter of fiscal 1999. The restructuring costs included an
increase to the actuarial liability of the Company's retirement pension
plan, severance and other actual and estimated expenses related to the
overall workforce reduction plan. The Company has disbursed
approximately $312,000 of the total charge as of November 30, 1999. In
addition, the Company's retirement plan will fund approximately 60% of
the total charge with existing assets. The remaining costs are
anticipated to be settled in the first half of fiscal 2000.
7
<PAGE> 8
Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF CONTINUING OPERATIONS
Consolidated sales increased $1.8 million, or 4.7%, to $40.6 million in the
three months ended November 30, 1999. The increase from $38.7 million in three
months ended November 30, 1998 is primarily the result of higher sales volume of
the Company's specialty starches for industrial and food ingredient
applications. Sales volumes of specialty products for paper customers increased
approximately 9.5% over the same period in the prior year due to improving
conditions in the operations of the North American paper customers served by
Penford. Lower corn costs dampened the volume impact on the increase in
consolidated sales, as the benefits of these lower costs are generally passed
through to customers.
Sales revenue and volumes of specialty potato-based food starches increased 7.0%
and 8.6% respectively, in the first quarter of fiscal 2000 over the same period
a year ago. The increase over last year's strong quarter was primarily due to
solid performance for coatings products and increased sales volume of starches
for processed meat applications.
Gross margin for the three months ended November 30, 1999 was 27.3% compared to
27.5% for the corresponding period a year ago. Total gross margin for the three
months ended November 30, 1999 was $11.1 million compared to $10.6 million for
the corresponding period a year ago. The increase of $0.5 million is primarily
due to higher sales volumes across all product lines.
Operating expenses increased approximately $300,000 to $6.0 million in the first
quarter ended November 30, 1999, compared to $5.7 million in the corresponding
quarter a year ago. The increase in operating expenses is due primarily to
increased research and development spending related to Penford's portfolio of
specialty carbohydrate-based ingredient systems.
Net interest expense was $1.3 million for the three months ended November 30,
1999 compared to $1.4 million in the same period in fiscal 1999. The decrease is
attributed to lower debt balances.
The effective tax rate for the first quarter of fiscal 2000 and 1999 was 35.0%.
The effective tax rate for all fiscal year 2000 is expected to be similar.
Net income was $2.5 million, or $0.32 per share assuming dilution, for the three
months ended November 30, 1999, compared to net income of $2.3 million, or $0.30
per share assuming dilution, for the corresponding period a year ago.
8
<PAGE> 9
LIQUIDITY AND CAPITAL RESOURCES
At November 30, 1999, Penford had working capital of $12.3 million, an unsecured
credit agreement of $75.0 million under which there was $34.0 million
outstanding, and several uncommitted lines of credit aggregating $10.0 million
under which there was $2.9 million outstanding. During the first quarter of
fiscal 2000, the Company used operating cash flow to pay down approximately
$700,000 of debt and to finance capital expenditures of approximately $3.7
million.
Cash flow from operations for the quarter ended November 30, 1999 was $4.5
million compared to $9.7 million in the corresponding quarter of the prior year.
The decrease in operating cash flow is due to fluctuations in the components of
working capital, primarily an increase in trade accounts receivable resulting
from the increase in sales in the second half of the quarter ended November 30,
1999.
The Company began paying a quarterly cash dividend of $0.05 per share in 1992
and has paid such dividends each quarter since.
In November of 1998, the Board of Directors authorized a stock repurchase
program for the purchase of up to 500,000 shares of the outstanding stock of the
company. The Company repurchased 15,200 shares of its common stock in the first
quarter of fiscal 2000 for a total of $209,000. Repurchases under the program to
date have totaled 158,800 shares for $2.1 million.
Additions to property, plant and equipment during the three months ended
November 30, 1999 were $3.7 million. First quarter additions were primarily for
capital improvements at the facility in Cedar Rapids, Iowa.
YEAR 2000
The Company has taken the actions deemed necessary to render mission critical
systems capable of recognizing certain dates including those after December 31,
1999. Third parties having a material relationship with the Company may present
a potential risk based on their Year 2000 preparedness, which is not within the
Company's control. The Company identified and evaluated the Year 2000
preparedness of critical customers, suppliers and service providers. Based on
the results of the review and the Company not experiencing any significant
issues through January 12, 2000, further remediation is not required at this
time.
Management of the Company believes it has an effective program to resolve the
Year 2000 issue. As noted above, the Company has completed all phases considered
necessary to be Year 2000 ready. The failure to correct a material Year 2000
problem could result in an interruption in, or a failure of, certain normal
business activities. Such failures could adversely affect the Company's results
of operations, liquidity and financial condition. Although there is uncertainty
inherent in the Year 2000 issue, resulting from the uncertainty of the full
extent of the readiness of critical third parties and the
9
<PAGE> 10
Company's ability to determine every consequence of Year 2000 failures, there
has been no impact on the Company to date, and future impacts are not expected
to be material.
The Company has contingency plans for its critical applications. These
contingency plans involve, among other actions, manual workarounds, increasing
inventories, and adjusting staffing strategies.
FORWARD-LOOKING STATEMENTS
This report contains forward-looking statements concerning long-term debt
maturities, the impact of unanticipated Year 2000 failures and the anticipated
results of the Company. There are a variety of factors which could cause actual
events or results to differ materially from those projected in the
forward-looking statements, including, without limitation, competition; the
possibility of interruption of business activities due to equipment problems,
accidents, strikes, weather or other factors; product development risk; changes
in corn and other raw material prices; changes in general economic conditions or
developments with respect to specific industries or customers affecting demand
for the Company's products including unfavorable shifts in product mix;
unanticipated costs, expenses or third party claims; the risk that results may
be affected by construction delays, cost overruns, technical difficulties,
nonperformance by contractors or changes in capital improvement project
requirements or specifications; or other unforeseen developments in the
industries in which the Company operates. Accordingly, there can be no assurance
that future activities or results will be as anticipated.
Forward-looking statements are based on the estimates and opinions of management
on the date the statements are made. The Company assumes no obligation to update
any forward-looking statements if circumstances or management's estimates or
opinions should change.
Additional information which could affect the Company's financial results is
included in the Company's 1999 Annual Report to Shareholders and its Form 10-K
for the fiscal year ended August 31, 1999 on file with the Securities and
Exchange Commission.
Item 3 QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK
MARKET RISK SENSITIVE INSTRUMENTS AND POSITIONS
The market risk associated with the Company's market risk sensitive instruments
is the potential loss from adverse changes in interest rates and commodities
prices.
The Company is unaware of any material changes to the market risk disclosures
referred to in the Company's Report on Form 10-K for the year ended August 31,
1999.
10
<PAGE> 11
PART II - OTHER INFORMATION
Item 1 Legal Proceedings
A complaint was filed in late November, 1999 against Penford in
the United States District Court for the District of Idaho,
alleging various violations of the federal Clean Air Act, as well
as claims for trespass and nuisance by alleged emissions from
Penford's Idaho Falls starch processing plant. The subject of the
complaint involves alleged excessive starch emissions that
occurred in 1996 and 1997, which were previously disclosed by the
Company, and certain other alleged violations relating to the
plant. The complaint seeks civil penalties, together with private
damages. The case is in the early stages, but Penford disputes
the claims and will vigorously defend the claims.
Item 2 Changes in Securities
Not applicable
Item 3 Defaults Upon Senior Securities
Not applicable
Item 4 Submission of Matters to a Vote of Security Holders
Not applicable
Item 5 Other Information
Not applicable
Item 6 Exhibits and Reports on Form 8-K.
(a) Exhibits:
(3.1) Restated Articles of Incorporation of Registrant (filed
as an Exhibit to Registrant's Form 10-K for fiscal year
ended August 31, 1995)
(3.2) Articles of Amendment to Restated Articles of
Incorporation of Registrant (filed as an exhibit to
Registrant's Form 10-K for fiscal year ended August 31,
1997)
(3.3) Bylaws of Registrant as amended and restated as of
October 20, 1997 (filed as an exhibit to Registrant's
Form 10-K for fiscal year ended August 31, 1997)
(4.1) Amended and Restated Rights Agreement dated as of April
30, 1997 (filed as an Exhibit to Registrant's Amendment
to Registration Statement on Form 8-A/A dated May 5,
1997)
(10.1) Senior Note Agreement among Penford Corporation as
Borrower and Mutual of Omaha and Affiliates as lenders,
dated November 1, 1992 (filed as an Exhibit to
Registrant's Form 10-Q for the quarter ended February 28,
1993)
11
<PAGE> 12
(10.2) Penford Corporation Supplemental Executive Retirement
Plan, dated March 19, 1990 (filed as an Exhibit to
Registrant's Form 10-K for the fiscal year ended August
31, 1991)
(10.3) Penford Corporation Supplemental Survivor Benefit Plan,
dated January 15, 1991 (filed as an Exhibit to
Registrant's Form 10-K for the fiscal year ended August
31, 1991)
(10.4) Penford Corporation Deferred Compensation Plan, dated
January 15, 1991 (filed as an Exhibit to Registrant's
Form 10-K for the fiscal year ended August 31, 1991)
(10.5) Change of Control Agreements between Penford Corporation
and Messrs. Cook, Horn, and Rydzewski (a representative
copy of these agreements is filed as an exhibit to
Registrant's Form 10-K for the fiscal year ended August
31, 1995)
(10.6) Penford Corporation 1993 Non-Employee Director Restricted
Stock Plan (filed as an Exhibit to Registrant's Form 10-Q
for the quarter ended November 30, 1993)
(10.7) Note Agreement dated as of October 1, 1994 among Penford
Corporation, Principal Mutual Life Insurance Company and
TMG Life Insurance Company (filed as an Exhibit to
Registrant's Form 10-Q for the quarter ended February 28,
1995)
(10.8) Penford Corporation 1994 Stock Option Plan as amended and
restated as of January 21, 1997 (filed on Form S-8 dated
March 17, 1997)
(10.9) Penford Corporation Stock Option Plan for Non-Employee
Directors (filed as an exhibit to the Registrant's Form
10-Q for the quarter ended May 31, 1996)
(10.10) Separation Agreement dated as of July 31, 1998 between
Registrant and Penwest Pharmaceuticals Co. (filed as an
exhibit to Registrant's Form 8-K dated August 31, 1998)
(10.11) Services Agreement dated as of July 31, 1998 between
Registrant and Penwest Pharmaceuticals Co. (filed as an
exhibit to Registrant's Form 8-K dated August 31, 1998)
(10.12) Employee Benefits Agreement dated as of July 31, 1998
between Registrant and Penwest Pharmaceuticals Co. (filed
as an exhibit to Registrant's Form 8-K dated August 31,
1998)
(10.13) Tax Allocation Agreement dated as of July 31, 1998
between Registrant and Penwest Pharmaceuticals Co. (filed
as an exhibit to Registrant's Form 8-K dated August 31,
1998)
(10.14) Excipient Supply Agreement dated as of July 31, 1998
between Registrant and Penwest Pharmaceuticals Co. (filed
as an exhibit to Registrant's Form 8-K dated August 31,
1998)
12
<PAGE> 13
(10.15) Restatement and Exchange Agreement amending the Senior
Note Agreement among Penford Corporation as Borrower and
Mutual of Omaha and Affiliates as lenders, dated as of
August 1, 1998 (filed as an exhibit to Registrant's Form
10-K for the fiscal year ended August 31, 1998)
(10.16) Guaranty Agreement dated as of August 1, 1998 by Penford
Products Co., a wholly-owned subsidiary of Registrant, of
the Restatement and Exchange Agreement among Registrant
and Mutual of Omaha and Affiliates (filed as an exhibit
to Registrant's Form 10-K for the fiscal year ended
August 31, 1998)
(10.17) Intercreditor Agreement dated as of August 1, 1998 among
the parties to the Credit Agreement dated July 2, 1998
and the parties to the Senior Note Agreements dated as of
August 1, 1998 (filed as an exhibit to Registrant's Form
10-K for the fiscal year ended August 31, 1998)
(10.18) Restatement and Exchange Agreement amending the Note
Agreement among Penford Corporation as Borrower, and
Principal Mutual Life Insurance Company and TMG Life
Insurance Company as lenders, dated as of August 1, 1998
(filed as an exhibit to Registrant's Form 10-K for the
fiscal year ended August 31, 1998)
(10.19) Guaranty Agreement dated as of August 1, 1998 by Penford
Products Co., a wholly-owned subsidiary of Registrant, of
the Restatement and Exchange Agreement among Registrant,
Principal Mutual Life Insurance Company, and TMG Life
Insurance Company (filed as an exhibit to Registrant's
Form 10-K for the fiscal year ended August 31, 1998)
(10.20) Credit Agreement dated as of July 2, 1998 among Penford
Corporation and Penford Products Co. as borrowers, and
certain commercial lending institutions as the lenders,
and The Bank of Nova Scotia, as agent for the lenders
(filed as an exhibit to Registrant's Form 10-K for the
fiscal year ended August 31, 1998)
(10.21) Specific Guarantee made by Penford Corporation in favor
of The Bank of Nova Scotia (the "Bank") in respect to the
indebtedness and liability of Penwest Pharmaceuticals Co.
to the Bank under a letter loan agreement dated as of
July 2, 1998 (filed as an exhibit to Registrant's Form
10-K for the fiscal year ended August 31, 1998)
(10.22) Specific Guarantee made by Penford Products Co. in favor
of The Bank of Nova Scotia (the "Bank") in respect to the
indebtedness and liability of Penwest Pharmaceuticals Co.
to the Bank under a letter loan agreement dated as of
July 2, 1998 (filed as an exhibit to Registrant's Form
10-K for the fiscal year ended August 31, 1998)
(10.23) Revolving Term Credit Facility in Favor of Penwest
Pharmaceuticals Co. as borrowers and The Bank of Nova
Scotia as lender dated as of July 2, 1998 (filed as an
exhibit to Registrant's Form 10-K for the fiscal year
ended August 31, 1998)
27 Financial Data Schedule
(b) There were no filings on Form 8-K in the quarter ended November 30, 1999.
13
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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.
Penford Corporation
----------------------------------------
(Registrant)
January 12, 2000 /s/ Jeffrey T. Cook
- ---------------- ----------------------------------------
Date Jeffrey T. Cook
President and
Chief Executive Officer (Principal
Executive Officer)
January 12, 2000 /s/ Keith T. Fujinaga
- ---------------- ----------------------------------------
Date Keith T. Fujinaga
Corporate Controller
(Chief Accounting Officer)
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED BALANCE SHEET AT NOVEMBER 30, 1999, THE CONDENSED
CONSOLIDATED STATEMENT OF INCOME AT NOVEMBER 30, 1999, AND THE CONDENSED
CONSOLIDATED STATEMENT OF CASH FLOW AT NOVEMBER 30, 1999, AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> AUG-31-2000
<PERIOD-START> SEP-01-1999
<PERIOD-END> NOV-30-1999
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 20,939
<ALLOWANCES> 0
<INVENTORY> 10,109
<CURRENT-ASSETS> 35,803
<PP&E> 111,522
<DEPRECIATION> 0
<TOTAL-ASSETS> 175,424
<CURRENT-LIABILITIES> 23,522
<BONDS> 0
0
0
<COMMON> 9,270
<OTHER-SE> 52,475
<TOTAL-LIABILITY-AND-EQUITY> 175,424
<SALES> 40,553
<TOTAL-REVENUES> 40,553
<CGS> 29,487
<TOTAL-COSTS> 29,487
<OTHER-EXPENSES> 5,967
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,276
<INCOME-PRETAX> 3,823
<INCOME-TAX> 1,338
<INCOME-CONTINUING> 2,485
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,485
<EPS-BASIC> 0.33
<EPS-DILUTED> 0.32
</TABLE>
