SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________________________
Form 10-Q
QUARTERLY REPORT
PURSUANT TO
SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended March 31, 1996
Commission File Number: 1-871
__________________________________________
BUCYRUS-ERIE COMPANY
DELAWARE 39-0188050
P. O. BOX 500
1100 MILWAUKEE AVENUE
SOUTH MILWAUKEE, WISCONSIN 53172
(414) 768-4000
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 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 by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes X No
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding May 6, 1996
Common Stock, par value $.01 per share 10,234,574
<PAGE>
BUCYRUS-ERIE COMPANY AND SUBSIDIARIES
INDEX
Page No.
PART I. FINANCIAL INFORMATION:
Item 1 - Financial Statements (Unaudited)
Consolidated Condensed Balance Sheets -
March 31, 1996 and December 31, 1995 3-4
Consolidated Condensed Statements of Operations -
Quarters ended March 31, 1996 and 1995 5
Consolidated Condensed Statements of Cash Flows -
Quarters ended March 31, 1996 and 1995 6-7
Notes to Consolidated Condensed Financial
Statements 8-9
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of Operations 10-13
PART II. OTHER INFORMATION:
Item 6 - Exhibits and Reports on Form 8-K 14
Signature Page 15
<PAGE>
<TABLE>
<CAPTION>
BUCYRUS-ERIE COMPANY AND SUBSIDIARIES
ITEM 1 - FINANCIAL STATEMENTS
CONSOLIDATED CONDENSED BALANCE SHEETS
(Dollars in Thousands, Except Per Share Amounts)
March 31, December 31, March 31, December 31,
1996 1995 1996 1995
<S> <C> <C> <C> <C> <C>
ASSETS LIABILITIES AND SHAREHOLDERS' INVESTMENT
CURRENT ASSETS: CURRENT LIABILITIES:
Cash and cash Accounts payable and
equivalents $ 11,266 $ 11,150 accrued expenses $ 35,440 $ 38,154
Receivables 36,531 35,603 Liabilities to customers
Inventories 74,457 73,566 on uncompleted contracts
Prepaid expenses and and warranties 6,577 8,222
other current assets 1,892 1,414 Income taxes 2,648 3,463
________ ________ Short-term obligations 7,461 5,573
Total Current Assets 124,146 121,733 Current maturities of
long-term debt 1,250 1,658
OTHER ASSETS: ________ ________
Restricted funds Total Current
on deposit 1,077 2,877 Liabilities 53,376 57,070
Intangible assets - net 8,902 9,021
Other assets 2,507 2,517 LONG-TERM LIABILITIES:
________ _______ Deferred income taxes 189 183
12,486 14,415 Liabilities to customers on
uncompleted contracts
PROPERTY, PLANT AND EQUIPMENT: and warranties 3,124 3,127
Cost 40,176 39,387 Postretirement benefits 11,512 11,527
Less accumulated Deferred expenses and other 9,134 7,187
depreciation (4,815) (3,740) ________ ________
________ ________ 23,959 22,024
35,361 35,647 LONG-TERM DEBT, less
current maturities 59,906 58,021
SHAREHOLDERS' INVESTMENT:
Common stock - par value
$.01 per share, authorized
20,000,000 shares, issued
and outstanding 10,234,574
shares 102 102
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BUCYRUS-ERIE COMPANY AND SUBSIDIARIES
ITEM 1 - FINANCIAL STATEMENTS
CONSOLIDATED CONDENSED BALANCE SHEETS(CONTINUED)
(Dollars in Thousands, Except Per Share Amounts)
March 31, December 31, March 31, December 31,
1996 1995 1996 1995
<S> <C> <C> <C> <C> <C>
Additional paid-in capital $ 54,259 $ 54,259
Accumulated deficit (19,026) (19,324)
Cumulative translation
adjustment (583) (357)
________ ________
34,752 34,680
________ ________ ________ ________
$171,993 $171,795 $171,993 $171,795
<FN>
See accompanying notes to consolidated condensed financial statements.
</TABLE>
<PAGE>
BUCYRUS-ERIE COMPANY AND SUBSIDIARIES
ITEM 1 - FINANCIAL STATEMENTS
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(Dollars in Thousands, Except Per Share Amounts)
Quarter Ended March 31,
1996 1995
Revenues:
Net sales $ 61,456 $ 56,873
Other income 216 330
__________ __________
61,672 57,203
__________ __________
Costs and Expenses:
Cost of products sold 49,663 49,694
Product development, selling,
administrative and miscellaneous
expenses 8,935 7,738
Interest expense 2,080 1,507
__________ __________
60,678 58,939
__________ __________
Earnings (loss) before income taxes 994 (1,736)
Income taxes 696 323
__________ __________
Net earnings (loss) $ 298 $ (2,059)
Weighted average number of
common shares outstanding 10,234,574 10,170,417
Net earnings (loss) per share
of common stock $ .03 $ (.20)
See accompanying notes to consolidated condensed financial statements.
<PAGE>
BUCYRUS-ERIE COMPANY AND SUBSIDIARIES
ITEM 1 - FINANCIAL STATEMENTS
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Dollars in Thousands)
Quarter Ended March 31,
1996 1995
Cash Flows From Operating Activities
Net earnings (loss) $ 298 $ (2,059)
Adjustments to reconcile net earnings
(loss) to net cash used in operating
activities:
Depreciation 994 894
Amortization 277 299
In kind interest on the Secured
Notes due December 14, 1999 1,885 1,367
(Gain) loss on sale of property,
plant and equipment 24 (6)
Changes in assets and liabilities:
Receivables (1,170) (8,429)
Inventories (1,021) 2,375
Other current assets (480) 212
Other assets 9 (38)
Current liabilities other than
income taxes, short-term
obligations and current
maturities of long-term debt (1,548) 2,405
Income taxes (822) (375)
Long-term liabilities other
than deferred income taxes (776) (692)
________ ________
Net cash used in operating activities (2,330) (4,047)
________ ________
Cash Flows From Investing Activities
Decrease in restricted
funds on deposit 1,800 -
Purchases of property, plant
and equipment (742) (762)
Proceeds from sale of property, plant
and equipment 11 37
________ ________
Net cash provided by (used in)
investing activities 1,069 (725)
________ ________
Cash Flows From Financing Activities
Proceeds from issuance of project
financing obligations 1,891 880
Reduction of project financing
obligations - (2,426)
Net (decrease) increase in other
bank borrowings (457) 49
________ ________
Net cash provided by (used in)
financing activities 1,434 (1,497)
________ ________
Effect of exchange rate
changes on cash (57) (42)
________ ________
<PAGE>
BUCYRUS-ERIE COMPANY AND SUBSIDIARIES
ITEM 1 - FINANCIAL STATEMENTS
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (CONTINUED)
(Dollars in Thousands)
Quarter Ended March 31,
1996 1995
Net increase (decrease) in cash
and cash equivalents 116 (6,311)
Cash and cash equivalents at
beginning of period 11,150 16,209
________ ________
Cash and cash equivalents at
end of period $ 11,266 $ 9,898
Supplemental Disclosures of Cash Flow Information
1996 1995
Cash paid during the
period for:
Interest on long-term debt
and bank borrowings $ 71 $ 39
Income taxes - net of refunds 543 532
See accompanying notes to consolidated condensed financial statements.
<PAGE>
BUCYRUS-ERIE COMPANY AND SUBSIDIARIES
ITEM 1 - FINANCIAL STATEMENTS
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
1. In the opinion of Bucyrus-Erie Company (the "Company"), the consolidated
condensed financial statements contain all adjustments (consisting of
normal recurring accruals) necessary to present fairly the financial
results for the interim periods. Certain items are included in these
statements based on estimates for the entire year. Also, certain
warranty expenses previously included in product development and selling
expense are now included in cost of products sold, and certain
engineering expenses previously included in cost of products sold are now
included in product development expense. Reclassifications have been
made to the 1995 consolidated condensed financial statements to present
them on a basis consistent with the current year.
2. Certain notes and other information have been condensed or omitted from
these interim consolidated condensed financial statements. Therefore,
these statements should be read in conjunction with the Company's 1995
annual report on Form 10-K filed with the Securities and Exchange
Commission on April 1, 1996.
3. Inventories consist of the following:
March 31, December 31,
1996 1995
(Dollars in Thousands)
Raw materials and parts $ 13,538 $ 12,138
Costs relating to
uncompleted contracts 8,237 5,861
Customers' advances offset
against costs incurred on
uncompleted contracts (2,886) (2,440)
Work in process 11,411 13,511
Finished products (primarily
replacement parts) 44,157 44,496
________ ________
$ 74,457 $ 73,566
4. Net earnings (loss) per share of common stock is based on the weighted
average number of common shares outstanding during the period. Common
stock equivalents are not significant.
5. The Company has adopted Statement of Financial Accounting Standards
No. 121, "Accounting for the Impairment of Long-Lived Assets to Be
Disposed Of." Adoption of this statement did not have an effect on the
Company's financial position or results of operations.
The Company has also adopted Statement of Financial Accounting Standards
No. 123, "Accounting for Stock-Based Compensation" ("SFAS 123"). Since
the Company elected not to change its method of accounting for stock
compensation plans, adoption of this statement did not have an effect on
the Company's financial position or results of operations. The Company
will provide additional disclosures in the notes to the 1996 consolidated
financial statements as required by SFAS 123.
6. Jackson National Life Insurance Company ("JNL"), currently the holder of
approximately 41.31% of the Company's common stock ("Common Stock"), has
filed a claim (the "JNL 503(b) Claim") against the Company for
reimbursement of approximately $3,300,000 for professional fees and
disbursements incurred in connection with the Company's chapter 11
proceedings pursuant to Section 503(b) of the Bankruptcy Code. Pursuant
to a settlement agreement dated May 23, 1995, JNL agreed that, in the
event that the JNL 503(b) Claim is allowed in whole or in part by the
Bankruptcy Court, in lieu of requiring payment of any award in cash, JNL
will accept payment in Common Stock at a price equal to $5.6375 per share
(the average closing price of such stock on the NASDAQ Stock Market on
June 20, 21, 22, 23 and 26, 1995). The Company has filed an objection to
the JNL 503(b) Claim and a trial was scheduled by the Bankruptcy Court
and began on November 29, 1995. Closing arguments were held on April 18,
1996. The Bankruptcy Court expects to announce its decision with respect
to the JNL 503(b) Claim in the near future. The Company has been advised
by legal counsel that in said counsel's opinion the JNL 503(b) Claim is
without merit; however, the ultimate outcome of this matter cannot
presently be determined. Accordingly, no provision for any loss that may
result upon resolution of this matter has been made in the consolidated
condensed financial statements.
The Company's wholly-owned subsidiary, Boonville Mining Services, Inc.
("BMSI"), is a defendant in an amended complaint filed in the Marion
County Common Pleas Court, Marion County, Ohio on September 24, 1992 by
Dresser Industries, Inc. and Global Industrial Technologies, Inc. (the
"Plaintiffs"), alleging that BMSI's purchase of drawings and other assets
of C&M of Indiana, a division of Construction and Mining Services, Inc.,
and BMSI's use of these and other drawings allegedly acquired
subsequently, constitute a misappropriation of the Plaintiffs' trade
secrets relating to Marion Power Shovel Company, a division of Global
Industrial Technologies, Inc. The Plaintiffs seek $40,000,000 in
compensatory damages, $80,000,000 in punitive damages, an injunction
against future use of the Plaintiffs' trade secrets, and costs and
reasonable attorneys fees. The Company has been advised by counsel to
BMSI that in said counsel's opinion the claims against BMSI can be said
to be greatly exaggerated. No claim has been asserted directly against
the Company. BMSI has denied all of the claims asserted in the
Plaintiffs' amended complaint and is vigorously defending against those
claims. The trial is scheduled to begin on June 3, 1996. The Company
has been informed by counsel to BMSI that in said counsel's opinion BMSI
will be able to assert meritorious defenses to this action; however, the
outcome of this matter cannot currently be determined. The Company
believes that it will have no material liability with respect to
resolution of this situation, although no assurance to that effect can be
given.
<PAGE>
BUCYRUS-ERIE COMPANY AND SUBSIDIARIES
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following information is provided to assist in the understanding of
Bucyrus-Erie Company's (the "Company") operations for the quarters ended
March 31, 1996 and 1995.
The reorganization of the Company under chapter 11 of the Bankruptcy Code
was effective December 14, 1994 (the "Effective Date"). The reorganization
was accounted for using the principles of fresh start reporting, as required
by AICPA Statement of Position 90-7, "Financial Reporting by Entities in
Reorganization Under the Bankruptcy Code". Under the principles of fresh
start reporting, total assets were recorded at their assumed reorganization
value, with the reorganization value allocated to identifiable tangible and
intangible assets on the basis of their estimated fair value, and liabilities
were adjusted to the present values of amounts to be paid where appropriate.
The consolidated condensed financial statements include the related
amortization charges associated with the fair value adjustments.
Net Sales
Net sales for the first quarter of 1996 were $61,456,000 compared with
$56,873,000 for the first quarter of 1995. Sales of repair parts and services
were $39,843,000, which is an increase of 3.1% from the first quarter of 1995.
The increase in repair parts and service sales was primarily at foreign
locations. Machine sales were $21,613,000, which is an increase of 18.7% from
the first quarter of 1995. The increase in machine sales was in blast hole
drills, primarily in copper markets.
Cost of Products Sold
Cost of products sold for the first quarter of 1996 was $49,663,000 or
80.8% of net sales compared with $49,694,000 or 87.4% of net sales for the
first quarter of 1995. Included in cost of products sold for the first
quarter of 1995 was $2,805,000 as a result of the fair value adjustment to
inventory. This adjustment was made in accordance with the principles of
fresh start reporting adopted in 1994 and was charged to cost of products sold
as the inventory was sold. The increase in gross margin percentage not
including this fair value adjustment was primarily due to improved machine
margins.
Product Development, Selling, Administrative and Miscellaneous Expenses
Product development, selling, administrative and miscellaneous expenses
for the first quarter of 1996 were $8,935,000 or 14.5% of net sales compared
with $7,738,000 or 13.6% of net sales for the first quarter of 1995. The
percentage increase from 1995 was primarily due to higher product development
and service costs to provide increased support to customers.
Interest Expense
Interest expense for the first quarter of 1996 was $2,080,000 compared
with $1,507,000 for the first quarter of 1995. The increase was primarily due
to an increase in the interest rate on the Secured Notes due December 14, 1999
("Secured Notes") from 10.5% to 13% effective December 14, 1995. The Company
has the option of paying interest on the Secured Notes in cash at 10.5% or in
kind at 13%. For the first quarter of 1996, interest has been accrued at 13%
since the Company currently expects to pay this interest in kind. The
increase in interest expense in 1996 was also due to interest on the Secured
Notes being accrued on a higher principal balance since all interest to date
has been paid in kind.
Income Taxes
Income tax expense consists primarily of foreign taxes at applicable
statutory rates.
Net Earnings (Loss)
Net earnings for the first quarter of 1996 were $298,000 compared with a
net loss of $2,059,000 for the first quarter of 1995. The increase in net
earnings was primarily due to increased sales volume and improved gross
margin, offset by increased interest expense. Net loss for the first quarter
of 1995 includes $2,368,000 (net of income taxes) of the inventory fair value
adjustment related to fresh start reporting which was charged to cost of
products sold. Non-cash depreciation and amortization charges included in the
net earnings or loss for the first quarter of 1996 and 1995 were $1,271,000
and $1,193,000, respectively.
The Company, pending shareholder approval at the annual meeting on
May 23, 1996, will be instituting a new employee stock incentive plan. It is
anticipated that some of the incentives granted to the employees will result
in additional compensation expense to the Company.
Backlog and New Orders
The Company's consolidated backlog at March 31, 1996 was $199,853,000
compared with $118,024,000 at December 31, 1995 and $79,185,000 at March 31,
1995. Machine backlog at March 31, 1996 was $102,187,000, which is an
increase of 55.3% from December 31, 1995 and an increase of 226.1% from
March 31, 1995. The increases in machine backlog were in both electric mining
shovel and blast hole drill volume. Repair parts and service backlog at
March 31, 1996 was $97,666,000, which is an increase of 87.0% from
December 31, 1995 and an increase of 104.1% from March 31, 1995. The
increases in repair parts and service backlog were primarily at foreign
locations and reflect new orders related to long-term maintenance and repair
contracts which will be completed in the next three to five years.
New orders for the first quarter of 1996 were $143,285,000, which is an
increase of 124.9% from the first quarter of 1995. New machine orders were
$57,990,000, which is an increase of 142.8% from the first quarter of 1995.
The increase was in both electric mining shovel and blast hole drill volume
and represents strong machine sales activity, primarily related to copper
markets. New repair parts and service orders of $85,295,000 increased 114.2%
from the first quarter of 1995, primarily due to large maintenance and repair
contract orders at foreign locations. Blast hole drill and electric mining
shovel inquiries remain at a relatively high level. These inquiries are
primarily from South America and China as a result of the continued strength
of mineral prices. New walking dragline activity is also expected in the near
term in coal applications in Australia. The North American market for
electric mining shovels and blast hole drills remains steady in iron ore,
copper and the low sulphur coal fields in the Western United States. Pricing
on new machines has been improving recently while pricing on repair parts has
remained steady.
Capitalization
The long-term debt to equity ratio at March 31, 1996 and December 31,
1995 was 1.7 to 1.
Liquidity and Capital Resources
Working capital and current ratio are two financial measurements which
provide an indication of the Company's ability to meet its short-term
obligations. These measurements at March 31, 1996 and December 31, 1995 were
as follows:
March 31, December 31,
1996 1995
(Dollars in Thousands)
Working capital $ 70,770 $ 64,663
Current ratio 2.3 to 1 2.1 to 1
The table below summarizes the Company's cash position at March 31, 1996:
Restricted Unrestricted
Location Cash Cash Total
(Dollars in Thousands)
United States $ - $ 4,556 $ 4,556
Foreign Subsidiaries 21 6,120 6,141
Equipment Assurance Limited 1,056 590 1,646
_______ _______ _______
$ 1,077 $11,266 $12,343
Approximately $1,573,000 of cash is required for payment of expenses that
were incurred in connection with the reorganization (primarily legal and
professional fees) and approximately $2,900,000, including accrued interest,
is required to be refunded to the Internal Revenue Service for an excess
refund received in 1993. The reorganization expenses are expected to be paid
in 1996 and the Company has reached a tentative agreement with the Internal
Revenue Service which allows for semi-annual payments over five years at 8%
interest commencing September 15, 1996. A portion of the unrestricted cash at
the foreign subsidiaries is not readily repatriatable because it is required
for working capital purposes at these respective locations.
Equipment Assurance Limited has pledged $1,056,000 of its cash to secure
its reimbursement obligations for outstanding letters of credit at March 31,
1996. This collateral amount is classified as Restricted Funds on Deposit in
the Consolidated Condensed Balance Sheets.
The following table reconciles Earnings (Loss) Before Income Taxes to
earnings before interest, income taxes, depreciation, amortization and
inventory fair value adjustment charged to cost of products sold ("Adjusted
EBITDA"):
Quarter Ended March 31,
1996 1995
(Dollars in Thousands)
Earnings (loss) before income taxes $ 994 $ (1,736)
Inventory fair value adjustment
charged to cost of products sold - 2,805
Non-cash expenses:
Depreciation 994 894
Amortization 277 299
In kind interest on the Secured
Notes due December 14, 1999 1,885 1,367
________ ________
Cash available for use before non-cash
interest expense and income taxes 4,150 3,629
Cash interest expense 195 140
________ ________
Adjusted EBITDA $ 4,345 $ 3,769
The Company has a Credit Agreement (the "Credit Agreement") with Bank
One, Milwaukee, National Association ("Bank One"). The Credit Agreement, as
amended, contains a credit facility for working capital and general corporate
purposes (the "Loan Facility"), a letter of credit facility (the "L/C
Facility") and a project financing loan facility (the "Project Financing
Facility"). Under the Loan Facility, the Company may borrow up to $2,500,000,
provided that it meets certain earnings before interest, taxes, depreciation
and amortization tests, as defined. Borrowings under the Loan Facility mature
on April 30, 1998 and interest is payable at the Company's option either at a
rate equal to Bank One's reference rate plus 0.75% per annum or an adjusted
LIBOR rate plus 2.75% per annum. Under the L/C Facility, Bank One has agreed
to issue letters of credit through April 30, 1998 in an aggregate amount not
in excess of $15,000,000 minus the then outstanding aggregate borrowings by
the Company under the Loan Facility, provided that no letter of credit may
expire after April 30, 1999. Under the Project Financing Facility, Bank One
may make project financing loans to the Company from time to time. Borrowings
under the Project Financing Facility bear interest at the Company's option
either at a rate equal to Bank One's reference rate or an adjusted LIBOR rate
plus a variable margin. Borrowings under the Credit Agreement are secured by
a security interest on substantially all of the Company's property (other than
real estate). At March 31, 1996, the Company had $269,000 of borrowings
outstanding under the Loan Facility and $6,663,000 of the L/C Facility was
being used. There were no borrowings under the Project Financing Facility at
March 31, 1996.
The agreements relating to the Secured Notes and the Credit Agreement
permit additional project financing to manufacture mining machinery or other
products pursuant to binding purchase contracts. Project financing borrowings
are secured by the inventory being financed and any accounts receivable
relating to such inventory. Project financing borrowings mature not later
than the date of the final payment by the customer under the applicable
purchase contract. At March 31, 1996, the Company had $7,023,000 of
outstanding project financing borrowings not related to the Project Financing
Facility.
The Company believes that current levels of cash and liquidity, together
with funds generated by operations, funds available from its Credit Agreement
and other project financing arrangements will be sufficient to permit the
Company to satisfy its debt service requirements and fund operating activities
for the foreseeable future. The Company is subject to significant business,
economic and competitive uncertainties that are beyond its control.
Accordingly, there can be no assurance that the Company's financial resources
will be sufficient for the Company to satisfy its debt service obligations and
fund operating activities under all circumstances.
At March 31, 1996, the Company had approximately $1,833,000 of open
approved capital appropriations. If additional capital becomes available, the
Company would increase its capital spending by $3,000,000 to $4,000,000 over
historical levels. In addition, the Company is currently looking to expand
its service shop capability in Chile and, subject to obtaining local bank
financing in Chile, will look to spend $2,000,000 to $3,000,000 over the next
year.
<PAGE>
PART II
OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits: See Exhibit Index on last page of this report, which is
incorporated herein by reference.
(b) Reports on Form 8-K:
No reports on Form 8-K were filed during the first quarter of
1996.
<PAGE>
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.
BUCYRUS-ERIE COMPANY
(Registrant)
Date May 13, 1996 /s/Craig R. Mackus
Controller
Principal Accounting Officer
Date May 13, 1996 /s/Willard R. Hildebrand
President and Chief Executive Officer
<PAGE>
BUCYRUS-ERIE COMPANY
EXHIBIT INDEX
TO
QUARTERLY REPORT ON FORM 10-Q
FOR QUARTER ENDED MARCH 31, 1996
Incorporated Sequential
Exhibit Herein By Filed Page
Number Description Reference Herewith Number
27 Financial Data Schedule X
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 11,266
<SECURITIES> 0
<RECEIVABLES> 37,198
<ALLOWANCES> (667)
<INVENTORY> 74,457
<CURRENT-ASSETS> 124,146
<PP&E> 40,176
<DEPRECIATION> (4,815)
<TOTAL-ASSETS> 171,993
<CURRENT-LIABILITIES> 53,376
<BONDS> 59,906
0
0
<COMMON> 102
<OTHER-SE> 34,650
<TOTAL-LIABILITY-AND-EQUITY> 171,993
<SALES> 61,456
<TOTAL-REVENUES> 61,672
<CGS> 49,663
<TOTAL-COSTS> 49,663
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,080
<INCOME-PRETAX> 994
<INCOME-TAX> 696
<INCOME-CONTINUING> 298
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 298
<EPS-PRIMARY> .03
<EPS-DILUTED> .03
</TABLE>
