SECURITIES & EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q/A
(As Amended)
(Mark One)
[ X ] Quarterly report pursuant to section 13 or 15(d) of the Securities
Exchange Act of 1934. For the quarterly period ended June 30, 1995.
[ ] 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 0-14714
Astec Industries, Inc.
(Exact Name of Registrant as Specified in its Charter)
Tennessee 62-0873631
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4101 Jerome Avenue, Chattanooga, Tennessee 37407
(Address of Principal Executive Offices) (Zip Code)
(423) 867-4210
(Registrant's Telephone Number, Including Area Code)
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__________
APPLICABLE ONLY TO CORPORATE ISSUERS
The number of shares outstanding of registrant's Common Stock,
par value $0.20 per share, as of June 30, 1995 was 10,092,199.
ASTEC INDUSTRIES, INC.
INDEX
Page Number
PART I - Financial Information
Item 1. Financial Statements-Unaudited
Consolidated Balance Sheets as of
June 30, 1995, December 31, 1994
and June 30, 1994
Consolidated Statements of Income
for the Three Months and Six Months
Ended June 30, 1995 and 1994
Consolidated Statements of Cash Flows
for the Six Months Ended June 30, 1995
and 1994
Notes to Unaudited Consolidated Financial
Statements
Item 2. Management's Discussion and Analysis
of Financial Condition and Results
of Operations
PART II - Other Information
Item 1. Legal Proceedings
Item 6. Exhibits
Signature Page
<PAGE>
PART I ITEM I FINANCIAL STATEMENTS
ASTEC INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
AS AMENDED
(IN THOUSANDS)
UNAUDITED
ACCOUNT DESCRIPTION JUNE 30 DECEMBER 31 JUNE 30
1995 1994 1994
ASSETS
CURRENT ASSETS
CASH AND CASH EQUIVALENTS $1,751 $10,471 $3,126
RECEIVABLES - NET 40,674 30,068 24,914
INVENTORIES 62,267 56,310 45,911
PREPAID EXPENSES AND OTHER 6,247 5,288 3,532
PATENT DAMAGE ESCROW FUNDS 0 0 12,446
TOTAL CURRENT ASSETS 110,939 102,137 89,929
PROPERTY AND EQUIPMENT - NET 48,468 42,349 34,841
OTHER ASSETS 12,586 11,478 4,420
TOTAL ASSETS $171,993 $155,964 $129,190
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
NOTES PAYABLE $1,098 $8,073 $0
CURRENT MATURITIES OF
LONG-TERM DEBT 500 500 500
ACCOUNTS PAYABLE - TRADE 22,911 14,262 15,263
RESERVE FOR PATENT DAMAGES 0 0 13,387
OTHER ACCRUED LIABILITIES 18,624 26,302 12,721
TOTAL CURRENT LIABILITIES 43,133 49,137 41,871
LONG-TERM DEBT,
LESS CURRENT MATURITIES 29,900 16,155 13,500
OTHER LONG-TERM LIABILITIES 227 299 1,602
TOTAL SHAREHOLDERS' EQUITY 98,733 90,373 72,217
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY $171,993 $155,964 $129,190
<PAGE>
ASTEC INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
AS AMENDED
(IN THOUSANDS, EXCEPT PER SHARE INFORMATION)
UNAUDITED
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30 JUNE 30 JUNE 30 JUNE 30
1995 1994 1995 1994
NET SALES $70,368 $62,694 $127,912 $108,920
COST OF SALES 56,357 48,681 100,264 83,878
GROSS PROFIT 14,011 14,013 27,648 25,042
S,G, & A EXPENSES 10,888 8,136 20,396 15,834
PATENT SUIT DAMAGES & EXPENSES 0 71 0 162
INCOME FROM OPERATIONS 3,123 5,806 7,252 9,046
INTEREST EXPENSE 605 141 1,072 212
OTHER INCOME, NET OF EXPENSE 4,623 (129) 5,166 (323)
INCOME BEFORE INCOME TAXES 7,141 5,536 11,346 8,511
INCOME TAXES 2,411 324 4,100 423
NET INCOME $4,730 $5,212 $7,246 $8,088
EARNINGS PER COMMON AND COMMON
EQUIVALENT SHARE $0.47 $0.53 $0.72 $0.83
WEIGHTED AVERAGE NUMBER
OF COMMON AND COMMON
EQUIVALENT SHARES
OUTSTANDING 10,091,634 9,801,556 10,051,326 9,798,921
<PAGE>
ASTEC INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
AS AMENDED
(IN THOUSANDS)
UNAUDITED
SIX MONTHS ENDED
JUNE 30 JUNE 30
1995 1994
CASH FLOWS FROM OPERATING ACTIVITIES:
NET INCOME $7,246 $8,088
ADJUSTMENTS TO RECONCILE NET INCOME TO
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES:
DEPRECIATION AND AMORTIZATION 2,664 1,867
PROVISION FOR DOUBTFUL ACCOUNTS 147 124
PROVISION FOR INVENTORY RESERVE 964 576
PROVISION FOR WARRANTY RESERVE 2,553 1,856
FOREIGN CURRENCY TRANSLATION ADJUSTMENT (28)
GAIN ON SALE OF FIXED ASSETS 106 (18)
GAIN ON SALE BUSINESS (2,688)
(INCREASE) DECREASE IN:
RECEIVABLES (11,816) (6,551)
INVENTORIES (9,831) (6,482)
PREPAID EXPENSES AND OTHER (1,171) (1,815)
PATENT DAMAGE ESCROW FUNDS (137)
OTHER RECEIVABLES (434) 602
OTHER ASSETS (1,292) (1,780)
INCREASE (DECREASE) IN:
ACCOUNTS PAYABLE 11,287 5,093
ACCRUED PRODUCT WARRANTY (2,621) (1,130)
OTHER ACCRUED LIABILITIES (6,118) (1,431)
TAXES PAYABLE (1,023) (404)
RESERVE FOR PATENT DAMAGES 137
TOTAL ADJUSTMENTS (19,301) (9,493)
NET CASH PROVIDED (USED)
BY OPERATING ACTIVITIES (12,055) (1,405)
CASH FLOWS FROM INVESTING ACTIVITIES:
PROCEEDS FROM SALE OF PROPERTY
AND EQUIPMENT - NET 92 58
EXPENDITURES FOR PROPERTY AND EQUIPMENT (8,788) (12,999)
NET CASH OUTFLOW WITH SALE OF BUSINESS (919)
CASH PAYMENTS IN CONNECTION WITH BUSINESS
COMBINATION, NET OF CASH ACQUIRED (835)
NET CASH USED BY INVESTING ACTIVITIES (10,450) (12,941)
CASH FLOWS FROM FINANCING ACTIVITIES:
NET BORROWINGS UNDER REVOLVING
CREDIT LOAN 13,609 0
BORROWINGS (REPAYMENTS) UNDER LOAN
AND NOTE AGREEMENTS 166 13,990
PROCEEDS FROM ISSUANCE OF COMMON STOCK 10 24
NET CASH PROVIDED BY FINANCING ACTIVITIES 13,785 14,014
NET INCREASE (DECREASE) IN CASH (8,720) (332)
CASH AT BEGINNING OF PERIOD 10,471 3,458
CASH AT END OF PERIOD $1,751 $3,126
<PAGE>
ASTEC INDUSTRIES, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
1. The information contained in the unaudited consolidated balance
sheets, the unaudited consolidated statements of income, and the unaudited
consolidated statements of cash flows reflect all adjustments consisting of
normal recurring accruals which are, in the opinion of management,
necessary to present a fair statement of the results for the periods covered.
2. Receivables are net of allowance for doubtful accounts of
$1,308,000, $1,684,000 and $1,292,000 for June 30, 1995, December 31,
1994 and June 30, 1994, respectively.
3. Inventories are stated at the lower of first-in, first-out, cost or
market and consist of the following:
(in thousands)
June 30, December 31, June 30,
1995 1994 1994
Raw Materials $21,679 $26,705 $19,193
Work-in-Process 12,966 14,380 9,160
Finished Goods 27,622 15,225 17,558
Total $62,267 $56,310 $45,911
4. Property and equipment is stated at cost. Property and equipment
is net of accumulated depreciation of $23,637,000, $23,529,000 and
$21,560,000 for June 30, 1995, December 31, 1994 and June 30, 1994,
respectively.
5. Earnings per share are computed in accordance with APB No. 15
and are based on the weighted average number of shares outstanding for
each respective period.
6. Certain customers have financed purchases of Astec products
through arrangements in which Astec is contingently liable for customer
debt aggregating approximately $11,660,000 at June 30, 1995,
$13,800,000 at December 31, 1994, and $11,079,000 at June 30, 1994.
7. There have been no material developments in legal proceedings
previously reported. See "Management's Discussion and Analysis of
Financial Condition and Results of Operations" in Part I - Item 2
"Contingencies" of this Report.
8. Approximately 50-55% of Astec's business volume normally
occurs during the first six months of each year.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL
STATEMENTS - CONT.
9. As disclosed in Note 2 to the Company's financial statements
included in the 1994 Annual Report, the Company acquired the remaining
shares of Wibau-Astec on November 7, 1994 and on October 17, 1994 the
Company acquired the operating assets and liabilities of Gibat Ohl.
Effective June 30, 1995 the Company sold 100% of the stock of Wibau-
Astec to Wirtgen Gesellschaft mit beschrankter Haftung, a German
equipment manufacturer. The following unaudited pro forma summary
presents the consolidated results of operations for the three and six months
ended June 30, 1995 and 1994 as if the acquisition of Gibat Ohl and the
disposition of Wibau-Astec had occurred at the beginning of these years
after giving effect to certain adjustments. The pro forma results have been
prepared for comparative purposes only and do not purport to be indicative
of the results that would have occurred had the transaction occurred at the
beginning of 1994 and 1995 or of results which may occur in the future.
<TABLE>
(in thousands)
Three months Three months Six months Six months
ended ended ended ended
June 30, 1994 June 30, 1995 June 30, 1994 June 30, 1995
<CAPTION>
<S> <C> <C> <C> <C>
Net sales $66,623 $67,901 $118,631 $123,101
Net income 6,053 2,484 9,697 5,168
Net income per
common and
common equivalent
share $.62 $.25 $.99 $.51
</TABLE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATION
Results of Operations
For the three-month period ended June 30, 1995, net sales
increased to $70,368,000 from $62,694,000 for the three-month period
ended June 30, 1994, representing a 12.2% increase. At June 30, 1994 the
Company owned only 50% of Wibau-Astec and its operations were
accounted for on the equity basis of accounting and were not included in
consolidated sales, gross profit or selling, general & administrative
expenses. Excluding the sales of CEI Enterprises, Inc. ("CEI"),which was
acquired in the first quarter of 1995, and Wibau-Astec and Gibat Ohl,
which were acquired in the fourth quarter of 1994, sales declined
$4,280,000 or 6.8% primarily due to softness in the mobile equipment and
trencher equipment markets. International sales excluding sales from CEI,
Wibau-Astec and Gibat Ohl, increased from $12,791,000 for the quarter
ended June 30, 1994, to $19,847,000 for the quarter ended June 30, 1995,
representing a 55.2% increase. International sales represent 28.2% and
20.4% of total sales for the three months ended June 30, 1995 and 1994,
respectively. For the six-month period ended June 30, 1995, net sales
were $127,912,000 compared to net sales of $108,920,000 for the same
period of 1994, representing a 17.4% increase. However, CEI, Wibau-
Astec, and Gibat Ohl accounted for $16,655,000 of the $18,992,000
increase. For the six months ended June 30, 1995 international sales increased
to $27,883,000 from
$20,691,000 for the six months ended June 30, 1994, representing a 34.8%
increase. International sales from domestic subsidiaries represent 21.8%
and 19.0% of total net sales, for the six months ended June 30, 1995 and
1994, respectively. The increase in international sales for the three and six
months ended June 30, 1995 was due mainly to several large shipments to
the Far East during the second quarter of 1995.
Gross profit for the quarter ended June 30, 1995 decreased slightly
to $14,011,000, from $14,013,000 for the quarter ended June 30, 1994.
The gross profit percentage for the three months ended June 30, 1995 and
1994 was 19.9% and 22.4%, respectively. Softness in the mobile
equipment and trencher markets, coupled with inefficiencies associated
with the relocation of Trencor, Inc. and consolidation of Telsmith, Inc. into
new manufacturing facilities offset the added gross profit from CEI, Gibat
Ohl and Wibau-Astec and improvements in other subsidiaries during the
second quarter of 1995. Gross profit for the six months ended June 30,
1995 increased to $27,648,000 from $25,042,000 at June 30, 1994, a
10.4% increase, but the gross profit percentage declined from 23.0% to
21.6%. Most of the improvement in the gross profit dollars is accounted
for by the new subsidiaries. The year-to-date decline in the gross profit
percentage is primarily attributable to the softness in the trencher market, a
new product line recently introduced by Trencor, which has yet to attain
positive margins, inefficiencies in the two new manufacturing facilities,
and low margins in the German operations.
Selling, general, and administrative expenses for the second
quarter of 1995 were $10,888,000 or 15.5% of net sales, compared to
$8,136,000 or 13.0% of net sales for the same period of 1994. Selling,
general and administrative expenses for the second quarter of 1995 include
the expenses of Wibau-Astec, CEI and Gibat Ohl which total
approximately $2,400,000. The Company did not own Gibat Ohl or CEI
during the second quarter of 1994. For the six months ended June 30,
1995 and 1994, selling, general and administrative expenses were
$20,396,000 or 15.9% of net sales and $15,834,000 or 14.5% of net sales,
respectively. Wibau-Astec, CEI and Gibat Ohl account for $3,888,000 of
the increases in selling, general and administrative expenses for the six
months ended June 30, 1995. Other increases in expenses include legal,
international travel, commissions and promotion expenses related to
equipment shows.
Interest expense increased to $605,000 for the quarter ended June
30, 1995 from $141,000 for the quarter ended June 30, 1994. Interest
expense as a percentage of net sales increased to .9% for the quarter ended
June 30, 1995 from .2% for the same period of 1994. Approximately one-
fourth of the increase in interest expense for the quarter relates to interest
on Industrial Revenue Bonds used for 1994 capital expenditures. The
Industrial Revenue Bonds were outstanding only a portion of the second
quarter of 1994. The remainder of the increase in interest expense for the
second quarter of 1995 is attributable to usage of the Company's revolving
line of credit. Interest expense for the six months ended June 30, 1995 and
1994 was $1,072,000 and $212,000, respectively, with the majority of the
increase relating to usage of the Company's revolving line of credit.
Other income, net of other expense, was $4,623,000, or 6.5% of
net sales for the quarter ended June 30, 1995, compared to net other
expense of $129,000, or .2% of net sales for the quarter ended June 30,
1994. Included in other income, for the quarter ended June 30, 1995 is a
pre-tax gain and related other income from the sale of Wibau-Astec of
approximately $4,220,000. Other income, for the second quarter of 1994
included a loss of approximately $501,000 from the Wibau-Astec joint
venture. Excluding the effect of the loss from the joint venture for the
second quarter of 1994, the other income, net of expense as a percentage of
net sales was .6%. Other income, net of expense increased to $5,166,000
at June 30, 1995 from a net other expense of $323,000 at June 30, 1994.
Excluding the Wibau-Astec related income, the other income is
approximately $946,000 for the six months ended June 30, 1995. The loss
on the Wibau-Astec joint venture in the six months ended June 30, 1994
was $1,224,000. Excluding the loss, other income was $901,000 for the six
months ended June 30, 1994.
Income tax expense for the second quarter increased to $2,411,000
at June 30, 1995 from $324,000 at June 30, 1994. Income tax expense for
the six months ended June 30, 1995 and 1994 was $4,100,000 and
$423,000, respectively. Years prior to 1995 benefited from tax loss
carryforwards, but most of 1995 and future earnings will be fully taxed.
Tax expense was higher than normal during the second quarter of 1995
because of the German tax expense and the disposition of deferred tax
assets related to the sale of Wibau-Astec.
Backlog at June 30, 1995 was $47,586,000 compared to
$37,714,000 at June 30, 1994. The backlog at June 30, 1995 includes
amounts from the newly acquired CEI and from Gibat Ohl. Excluding the
backlog of these companies, the backlog at June 30, 1995 compared to that
of June 30, 1994 for the remaining companies, in total, has increased
approximately $1,550,000.
Earnings per share were $.47 for the second quarter of 1995
compared to $.53 for the same period of 1994. Earnings per share for the
six months ended June 30, 1995 were $.72 compared to $.83 for the same
period in 1994.
Liquidity and Capital Resources
As of June 30, 1995, the Company had working capital of
$67,806,000 compared to $48,058,000 at June 30, 1994.
Total short-term borrowings, including current maturities of long-
term debt, were $1,598,000 at June 30, 1995. Long-term debt less current
maturities was $29,900,000 at June 30,1995. Debt outstanding at June 30,
1995 consists of industrial revenue bonds issued to finance capital
expenditures, short term notes payable issued by foreign subsidiaries for
working capital and the outstanding balance on the revolving line of credit.
Capital expenditures in 1995, for plant expansion and for further
modernization of the Company's manufacturing processes, are expected to
approach $10,000,000. The Company expects to finance these
expenditures using internally generated funds. Capital expenditures at
June 30, 1995 were $8,788,000.
In July, 1994, an unsecured revolving line of credit was signed for
$15,000,000 with The First National Bank of Chicago that expires June 30,
1997. On May 22, 1995, the Company amended the agreement to increase
the revolving line to $22,000,000. The outstanding balance on the
revolving line of credit at June 30, 1995 was $16,860,000. The Company
was in compliance with all financial covenants at June 30, 1995.
On July 24, 1995, the Company announced the sale of 100% of
the stock of Wibau-Astec, a German subsidiary, to Wirtgen Gesellschaft
mit beschrankter Haftung, a German equipment manufacturer for cash and
other considerations including the assumption of Wibau debt by Wirtgen.
The Astec technology used by Wibau-Astec was not included in the sale but
was purchased by the Company's remaining German subsidiary, Gibat Ohl.
Contingencies
The Company is engaged in certain pending litigation involving
claims or other matters arising in the normal course of business. Most of
these claims involve product liability or other tort claims for property
damage or personal injury against which the Company is insured. As a
part of its litigation management program, the Company maintains general
liability insurance covering product liability and other similar tort claims
providing the Company coverage of $8,000,000 subject to a substantial
self-insured retention under the terms of which the Company has the right
to coordinate and control the management of its claims and the defense of
these actions.
The Company's Milwaukee based subsidiary, Telsmith, Inc., was
a defendant in a patent infringement action brought by Nordberg, Inc., a
manufacturer of a competing line of rock crushing equipment, seeking
monetary damages and an injunction to cease an alleged infringement of a
patent on certain components used in the production of its rock crushing
equipment. In the patent suit on March 30, 1995, the United States district
Court for the Eastern District of Wisconsin issued a ruling in favor of the
Company and entered a declaratory judgment in favor of Telsmith, Inc. and
against Plaintiff Nordberg, Inc. declaring that claims 8 through 11 and 13
of Nordberg's United States patent No. 4,478, 373, entitled "Conical
Crusher" are invalid. The Court also entered judgment in favor of
Telsmith, Inc. and against Nordberg, Inc. dismissing Nordberg's claim of
infringement against Telsmith. The Company was pleased with the court's
decision, but has filed a Notice of Appeal asking the United States Court of
Appeals for the Federal Circuit to overturn the trial court's decision not to
award Telsmith its attorney's fees in the case. Nordberg did not cross-
appeal to the Federal Circuit on the Telsmith judgment. The time for
doing so has now expired. The judgment has therefore become "final" as
to those issues not raised by Telsmith on appeal.
On October 28, 1993, the Company was also named as a
defendant in a patent infringement action brought by Gencor, Inc., a
manufacturer of a competing line of asphalt plants, seeking monetary
damages and an injunction to cease an alleged plant product line. This
case was filed in the U.S. District Court for the Middle District of Florida,
Orlando Division, and is still in the discovery phase. On July 14, 1995, the
court entered an order granting in part the Company's motion for summary
judgment on the issue of infringement of the subject Gencor patent. The
court held as a matter of law that the Company is not guilty of literal
infringement of the subject patent. The court did, however, rule that there
is a triable issue of fact as to whether the Company's double barrel drum
mixer infringes the subject Gencor patent under the doctrine of equivalents,
this significantly limiting the grounds on which Gencor can pursue the
infringement claim against the Company. The court has not yet ruled on
the Company's motion for summary judgment to limit recoverable damages
in the case to a reasonable royalty. Trial is presently set to commence on
October 23, 1995 in Orlando. Management believes this case to be without
merit and intends to vigorously defend this suit; however, due to the
uncertainties inherent in the litigation process, the Company is unable to
predict the ultimate outcome of this litigation.
Management has reviewed all claims and lawsuits and, upon the
advice of its litigation counsel, has made provision for any estimable losses;
however, the Company is unable to predict the ultimate outcome of the
outstanding claims and lawsuits.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
There have been no material developments in the legal
proceedings previously reported by the registrant since the filing of its
Quarterly Report on Form 10Q for the quarter ended March 31, 1995,
described on Part I-Item 2, "Contingencies" of this report. See
"Managemen's Discussion and Analysis of Financial Condition and
Results of Operations" in Part I - Item 2 "Contingencies" of this Report.
Item 6. Exhibits and Reports on Form 8-K
(a) The following Exhibits are filed with this Report:
11 Statement Regarding Computation of Per Share
Earnings.
(b) Reports on Form 8-K.
There were no reports on Form 8-K filed for the three
months ended June 30, 1995.
<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.
ASTEC INDUSTRIES, INC.
(Registrant)
3/14/96 /s/ J. Don Brock
Date J. Don Brock
Chairman of the Board
and President
3/14/96 /s/ Albert E. Guth
Date Albert E. Guth
Senior Vice President
Treasurer, Secretary
and Principal Financial
Officer
<PAGE>
EXHIBIT 11
Statement Regarding Computation of Per Share Earnings
<PAGE>
ASTEC INDUSTRIES, INC.
EXHIBIT (11) - COMPUTATIONS OF EARNINGS PER SHARE 6/30/95
(in thousands)
Shares for Earnings Per Share Computations:
Primary:
Weighted average outstanding during year 10,051
Common Stock equivalents for stock options 126
TOTAL 10,178
Fully Diluted:
Weighted average outstanding during year 10,051
Common Stock equivalents for stock options 127
TOTAL 10,179
Earnings Applicable to Common Stock:
Net Income $ 7,246
Earnings Per Share (Based on Weighted Average Number
of Common and Common Equivalent Shares Outstanding):
Net Income $.72
Additional Computations of EPS:
Fully Diluted:
Net Income $ .72
The Exhibits are numbered in accordance with Item 601 of Regulation S-K.
Dilutive effect of common stock equivalents on both primary and fully
diluted Earnings Per Share is less than 3% and, in accordance with APB
Opinion No. 15, Earnings Per Share on the face of the Statements of
Income is based on only the weighted average number of common shares
outstanding. The above calculations have been provided for reporting
purposes only.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<CASH> 1,751
<SECURITIES> 0
<RECEIVABLES> 40,674
<ALLOWANCES> 1,308
<INVENTORY> 62,267
<CURRENT-ASSETS> 110,939
<PP&E> 48,468
<DEPRECIATION> 2,391
<TOTAL-ASSETS> 171,993
<CURRENT-LIABILITIES> 43,133
<BONDS> 0
0
0
<COMMON> 2,018
<OTHER-SE> 96,715
<TOTAL-LIABILITY-AND-EQUITY> 171,993
<SALES> 127,912
<TOTAL-REVENUES> 127,912
<CGS> 100,264
<TOTAL-COSTS> 100,264
<OTHER-EXPENSES> 20,396
<LOSS-PROVISION> 147
<INTEREST-EXPENSE> 1,072
<INCOME-PRETAX> 11,346
<INCOME-TAX> 4,100
<INCOME-CONTINUING> 7,246
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7,246
<EPS-PRIMARY> .72
<EPS-DILUTED> .72
</TABLE>
