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 September 30, 1994 or
___
/ / Transition report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the transition period from _______________ to _______________
Commission file number 0-14787
WATTS INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 04-2916536
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
815 Chestnut Street, North Andover, MA 01845
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (508) 688-1811
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 report), 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 the latest practicable date.
Class Outstanding at October 31,1994
- - ----------------------------- ----------------------------------------
Class A Common, $.10 par value 18,071,022
Class B Common, $.10 par value 11,472,470
<PAGE>
WATTS INDUSTRIES, INC. AND SUBSIDIARIES
INDEX
Part I. Financial Information Page #
Item 1. Condensed Consolidated Balance Sheets 3
at September 30, 1994 and June 30, 1994.
Condensed Statements of Consolidated 4
Earnings for the Three Months Ended
September 30, 1994 and September 30, 1993.
Condensed Statements of Consolidated 5
Cash Flows for the Three Months Ended
September 30, 1994 and September 30, 1993.
Notes to Condensed Consolidated 6, 7
Financial Statements.
Item 2. Management's Discussion and Analysis 8, 9
of Financial Condition and Results of
Operations.
Part II. Other Information
Item 5. Other Information. 10
Item 6. Exhibits and Reports Filed on Form 8-K. 10
Exhibit 11 - Computation of Per Share 11
Earnings.
Signatures 12
<PAGE>
<TABLE>
PART I. FINANCIAL INFORMATION
WATTS INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands except share information)
(Unaudited)
Sept.30, June 30,
ASSETS 1994 1994
---------- ----------
CURRENT ASSETS <C> <C>
Cash and cash equivalents.................. $ 8,466 $ 6,231
Short-term investments..................... 19,965 58,769
Trade accounts receivable, less allowance
for doubtful accounts of $4771 and $4488. 101,889 79,342
Inventories:
Finished goods........................... 59,400 60,104
Work in process.......................... 45,016 39,671
Raw materials............................ 56,754 53,305
---------- ----------
161,170 153,080
Prepaid expenses and other current assets.. 10,734 8,484
Deferred income taxes...................... 15,246 14,973
---------- ----------
Total Current Assets............... 317,470 320,879
OTHER ASSETS
Goodwill, net of accumulated amortization.. 115,414 89,500
Other...................................... 19,470 12,222
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment-at cost...... 244,745 230,375
Less allowance for depreciation............ ( 99,183) ( 94,126)
---------- ----------
Property, plant and equipment-net.......... 145,562 136,249
---------- ----------
TOTAL ASSETS................................. $ 597,916 $ 558,850
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable........................... $ 25,730 $ 24,672
Accrued expenses........................... 42,623 36,840
Accrued compensation and related items..... 8,427 8,355
Income taxes............................... 9,549 3,340
Notes payable and current portion of
long-term debt........................... 13,936 1,141
---------- ----------
Total Current Liabilities.......... 100,265 74,348
LONG-TERM DEBT, less current portion......... 97,905 97,479
DEFERRED INCOME TAXES........................ 16,780 16,357
OTHER LIABILITIES............................ 9,420 9,115
STOCKHOLDERS' EQUITY
Class A Common Stock,$.10 par value;
40,000,000 shares authorized, 18,017,622
shares issued and outstanding at Sept.30 1,802 1,801
Class B Common Stock,$.10 par value;
13,000,000 shares authorized, 11,472,470
shares issued and outstanding at Sept.30 1,147 1,147
Additional paid-in capital............... 93,165 92,996
Retained earnings........................ 278,474 268,706
Equity adjustment from translation....... ( 1,042) ( 3,099)
---------- ----------
Total Stockholders' Equity......... 373,546 361,551
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY... $ 597,916 $ 558,850
========== ==========
<FN>
See accompanying notes to condensed consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
WATTS INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED STATEMENTS OF CONSOLIDATED EARNINGS
(Amounts in thousands except per share data)
(Unaudited)
Three Months Ended
-------------------------
Sept.30, Sept.30,
1994 1993
---------- ----------
<S> <C> <C>
Net sales.................................... $ 152,677 $ 130,581
Cost of goods sold........................... 96,994 81,309
---------- ----------
GROSS PROFIT....................... 55,683 49,272
Selling, general & administrative expenses... 34,849 30,094
---------- ----------
OPERATING INCOME................... 20,834 19,178
Other (income) expense:
Interest income......................... ( 750) ( 798)
Interest expense........................ 2,410 2,364
Other-net............................... 264 339
---------- ----------
1,924 1,905
---------- ----------
EARNINGS BEFORE INCOME TAXES 18,910 17,273
Provision for income taxes................... 7,520 6,736
---------- ----------
NET EARNINGS....................... $ 11,390 $ 10,537
========== ==========
Primary and fully-diluted earnings per share: $ .38 $ .35
Cash dividends per share..................... $ .055 $ .045
========== ==========
<FN>
See accompanying notes to condensed consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
WATTS INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED STATEMENTS OF CONSOLIDATED CASH FLOWS
(Amounts in thousands)
(Unaudited)
Three Months Ended
--------------------------
Sept.30, Sept.30,
1994 1993
---------- ----------
<S> <C> <C>
OPERATING ACTIVITIES
Net earnings $ 11,390 $ 10,537
Adjustments to reconcile net earnings to net
cash provided by operating activities:
Depreciation and amortization 5,966 5,751
Provision for deferred income taxes 317 ( 176)
(Gain)Loss on disposal of fixed assets ( 26) ( 8)
Changes in operating assets and liabilities,
net of effects from business acquisitions:
Accounts receivable ( 15,375) ( 13,817)
Inventories 4,557 4,189
Prepaid expenses and other assets ( 906) ( 1,434)
Accounts payable and accrued expenses 6,297 675
---------- ----------
NET CASH PROVIDED BY OPERATING ACTIVITIES 12,220 5,717
INVESTING ACTIVITIES
Additions to property, plant, and equipment ( 5,051) ( 3,958)
Proceeds from disposal of equipment 50 10
Increase in intangible assets ( 482) ( 1,068)
Business acquisitions, net of cash acquired:
Intermes Group ( 6,094)
Ancon Products ( 3,520)
Jameco Industries ( 34,853)
Cryolabs ( 886)
Tanggu Joint Venture ( 5,787)
Repayment of debt of acquired businesses ( 305) ( 1,846)
Net changes in short-term investments 38,804 17,438
---------- ----------
NET CASH PROVIDED BY(USED IN)INVESTING ACTIVITIES( 8,510) 962
FINANCING ACTIVITIES
Purchase and retirement of treasury stock ( 12,064)
Proceeds from exercise of stock options 170 633
Proceeds of short-term borrowings 114 1,165
Payments of long-term debt ( 256) ( 1,192)
Cash dividends ( 1,622) ( 1,319)
---------- ----------
NET CASH (USED IN) FINANCING ACTIVITIES ( 1,594) ( 12,777)
Effect of exch. rates on cash and cash equivalents 119 ( 390)
---------- ----------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 2,235 ( 6,488)
Cash and cash equivalents at beginning of period 6,231 16,937
---------- ----------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 8,466 $ 10,449
========== ==========
<FN>
See accompanying notes to condensed consolidated financial statements.
</TABLE>
<PAGE>
WATTS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
1. In the opinion of management, the accompanying unaudited
condensed consolidated financial statements contain all necessary
adjustments, consisting only of adjustments of a normal recurring nature, to
present fairly Watts Industries, Inc.'s Condensed Consolidated Balance Sheet
as of September 30, 1994, the Condensed Statements of Consolidated
Earnings for the three months ended September 30, 1994 and September 30,
1993, and the Condensed Statements of Consolidated Cash Flows for the
three months ended September 30, 1994 and September 30, 1993.
The balance sheet at June 30, 1994 has been derived from the audited
financial statements at that date. The accounting policies followed by the
Company are described in the June 30, 1994 financial statements which are
contained in the Company's 1994 Annual Report. It is suggested that these
financial statements be read in conjunction with the financial statements and
notes included in the 1994 Annual Report to stockholders.
2. On January 18, 1994, the Company's Board of Directors authorized a
2-for-1 stock split in the form of a 100% stock dividend payable on March 15,
1994 to stockholders of record March 1, 1994. All references in the financial
statements to average number of shares outstanding and related prices, and
per share amounts have been restated to reflect the split.
3. On July 28, 1994, the Company purchased Jameco Industries, Inc.
("Jameco") of Wyandanch, New York for a cash purchase price of
$35,200,000. Jameco is a manufacturer of metal and plastic water supply
products, including valves, tubular products and sink strainers that are sold
primarily to residential construction and home repair and remodeling markets
in the United States and overseas. Jameco had net sales of approximately
$56,000,000 for the twelve months ended June 30, 1994.
In August of 1994, the Company entered into a joint venture with
Tanggu Valve Company in Tianjin, Peoples Republic of China. The Company
invested $5,660,000 during the quarter ended September 30, 1994 out of an
agreed total investment of $8,500,000 representing a 60% interest in the joint
venture.
4. Effective July 1, 1993, the Company adopted Statement of Financial
Accounting Standard ("SFAS") No. 106 "Employers' Accounting for
Postretirement Benefits Other Than Pensions". SFAS No. 106 requires that the
projected future cost of providing postretirement benefits, such as health care
and life insurance, be recognized on an accrual basis as employees render
service instead of when benefits are paid. The extent of these types of
benefits provided by the Company is limited to one of its subsidiaries acquired
on September 30, 1991. Based on the acquisition date of this subsidiary and
the adoption date of July 1, 1993, the Company is required under the
Statement to account for the projected liability for these benefits on a
prospective basis and has elected to adjust its purchase price allocation for
the acquisition. Accordingly, the Company has recorded a liability of
$2,087,000 and a corresponding increase to goodwill and related deferred tax
asset. The effect of the adoption of SFAS 106 on operating results from the
date of acquisition to June 30, 1993 was immaterial.
<PAGE>
5. Certain of the Company's operations generate solid and hazardous
wastes, which are disposed of elsewhere by arrangement with the owners or
operators of disposal sites or with transporters of such waste. The Company's
foundry and other operations are subject to various federal, state and local
laws and regulations relating to environmental quality. Compliance with these
laws and regulations requires the Company to incur expenses and monitor its
operations on an on-going basis. The Company cannot predict the effect of
future requirements on its capital expenditures, earnings or competitive
position due to any changes in either federal, state or local environmetal
laws, regulations or ordinances.
The Company is currently a party to or otherwise involved with various
administrative or legal proceedings under federal, state or local environmental
laws or regulations involving a number of sites, in some cases as a participant
in a group of potentially responsible parties. Four of these sites, the
Sharkey and Combe Landfills in New Jersey, the San Gabriel Valley/El Monte,
California water basin matter, and the Jack's Creek/Sitkin Smelting Superfund
site in Pennsylvania, are listed on the National Priorities List. With respect
to the Sharkey Landfill, the Company has been allocated .75% of the remediat-
tion costs, an amount which is not material to the Company. Based on certain
developments, the Company elected not to enter into the de minimis
settlement proposal and instead decided to participate in the remediation as a
participating party. No allocations have been made to date with respect to the
Combe Landfill or San Gabriel Valley sites. While a formal allocation has not
been completed with respect to the Jack's Creek site, the draft volumetric
ranking allocated a .30446% share of the total weight to the Company, which
the Company believes should entitle it to participate as a de minimis party.
In addition to the foregoing, the Solvent Recovery Service of New England site
and the Old Southington landfill site, both in Connecticut, are on the National
Priorities List but, with respect thereto, the Company has resort to
indemnification from third parties and based on currently available informa-
tion, the Company believes it will be entitled to participate in a de minimis
capacity.
With respect to the Combe Landfill, the Company is one of
approximately 30 potentially responsible parties. The Company and all other
PRP's have received a Supplemental Directive from the New Jersey
Department of Environmental Protection & Energy seeking to recover
approximately $9 million in the aggregate for the operation, maintenance, and
monitoring of the implemented remedial action taken to date in connection with
the Combe Landfill North site.
Given the number of parties involved in most environmental sites, the
multiplicity of possible solutions, the evolving technology and the years of
remedial activity required, it is difficult to estimate with certainty the
total cost of remediation, the timing and extent of remedial actions which
may be required, and the amount of liability, if any, of the Company alone or
in relation to that of other responsible parties. Based on facts presently
known to it, the Company does not believe that the outcome of these proceedings
will have a material adverse effect on its financial condition, however, with
respect to the San Gabriel Valley/El Monte, California, site, the Company is
currently unable to estimate the potential exposure because the process of
determining the causes and extent of contamination, the cost of remediation and
the method to allocate the cost among those ultimately determined to be
responsible is in a very early stage.
<PAGE>
The Company has established balance sheet accruals which it
currently believes are adequate in light of the potential exposure of pending
and threatened environmental litigation and proceedings of which it has
knowledge. In this regard, with respect to certain of these matters, the
Company has resort either to some degree of insurance coverage or
indemnifications from third parties which are expected to defray to some extent
the effect thereof. With respect to insurance, coverage of some of these
claims has been disputed by the carriers based on standard reservations and,
therefore, recovery is questionable, a factor which has been considered in the
Company's evaluation of these matters. Although difficult to quantify based on
the complexity of the issues and the limitation on available information, the
Company believes that its accruals for the estimated costs associated with
such matters adequately provide for the Company's estimated foreseeable
liability for these sites, however, given the nature and scope of the Company's
manufacturing operations, there can be no assurance that the Company will
not become subject to other environmental proceedings and liabilities in the
future which may be material to the Company.
<PAGE>
WATTS INDUSTRIES, INC. AND SUBSIDIARIES
Management's Discussion and Analysis of
Financial Condition and Results of Operations
Results of Operations
Quarter Ended September 30, 1994 Compared to
Quarter Ended September 30, 1993
Net sales increased $22,096,000 (16.9%) to $152,677,000. The
inclusion of the net sales of Jameco Industries, Inc. ("Jameco"), acquired in
July of 1994, represented approximately 59% of the increase. In addition, the
Company had increased unit shipments of plumbing and heating valves, oil
and gas valves, and water quality valves. The Company intends to maintain its
strategy of seeking acquisition opportunities as well as expanding its existing
market position to achieve sales growth.
Gross profit increased $6,411,000 (13.0%) to $55,683,000 and
decreased as a percentage of net sales from 37.7% to 36.5%. This decreased
percentage was primarily attributable to the inclusion of Jameco, which
currently operates at a lower gross margin than the rest of the Company.
Gross profit was also adversly affected by increased raw material costs of
bronze ingot and brass rod.
Selling, general and administrative expenses increased $4,755,000
(15.8%) to $34,849,000. This increase in spending is primarily attributable to
the inclusion of the expenses of Jameco, increased selling expenses
associated with international sales, and commissions associated with the
higher sales volume.
The Company from time to time is involved with environmental
proceedings and incurs costs on an ongoing basis related to environmental
matters. The Company has been or expects to be named a potentially
responsible party with respect to currently identified contaminated sites,
which are in various stages of the remediation process. The Company has evalua-
ted its potential exposure based on all currently available information and
has recorded its estimate of its liability for environmental matters. However,
the ultimate outcome of these environmental matters cannot be determined. The
Company currently anticipates that it will not incur material expenditures in
fiscal 1995 in connection with any of these environmentally contaminated
sites.
Interest income decreased $48,000 (6%) to $750,000. This decrease is
attributable to lower levels of cash and short-term investments partially
offset by higher rates of return experienced on short term investments.
Interest expense increased $46,000 (2.0%) to $2,410,000. This
increase was attributable to the inclusion of the debt of Jameco in the
consolidated balance sheet of the Company, offset by decreased borrowings
during the quarter.
Net earnings increased $853,000 (8.1%) to $11,390,000. The
Company's return on investment for the period ended September 30, 1994 was
12.1%. This represents an increase in the Company's return on investment
from 11.8% for the year ended June 30, 1994.
The change in foreign exchange rates since June 30, 1994 did have a
favorable but immaterial impact on the results of operations and the financial
condition of the Company.
<PAGE>
The weighted average number of common shares outstanding on
September 30, 1994, after giving effect to the two-for-one stock split
described in Note 2 above, increased to 29,698,391 from 29,638,767 for
primary earnings per share. Primary and fully diluted earnings per share
were $.38 for the quarter ended September 30, 1994 compared to $.35 for the
quarter ended September 30, 1993.
Liquidity and Capital Resources
During the quarter ended September 30, 1994, the Company invested
in three acquisitions. On July 28, 1994, a wholly owned subsidiary of the
Company purchased Jameco Industries, Inc. ("Jameco") of Wyandanch, New
York for a cash purchase price of $35,200,000. Jameco is a manufacturer of
metal and plastic water supply products, including valves, tubular products and
sink strainers that are sold primarily to residential construction and home
repair and remodeling markets in the United States and overseas. Jameco had
net sales of approximately $56,000,000 for the twelve months ended June 30,
1994. In August of 1994, a wholly owned subsidiary of the Company entered
into a joint venture with a valve company in Tianjin, Peoples Republic of
China. The Company invested $5,660,000 during the quarter ended
September 30, 1994 out of an agreed total investment of $8,500,000,
representing a 60% interest in the joint venture. The remainder of the
investment will occur in the second quarter. In August of 1994, a wholly owned
subsidiary of the Company purchased certain assets of the Cryolab Division of
SAES Pure Gas, Inc. for $886,000.
The Company also spent $5,051,000 on capital expenditures, primarily
manufacturing machinery and equipment. The Company is budgeting
$27,000,000 of capital expenditures in the fiscal year ending June 30, 1995, as
part of its commitment to continuously improve its manufacturing capabilities.
Depreciation and amortization for the year is expected to be approximately
$24,000,000.
Working capital at September 30, 1994 was $218,405,000 compared
to $246,531,000 at June 30, 1994. Cash and short-term investments were
$28,431,000 at September 30, 1994 compared to $65,000,000 at June 30,
1994. The ratio of current assets to current liabilities was 3.2 to 1 at
September 30, 1994 compared to 4.3 to 1 at June 30, 1994. Debt as a percentage
of total capital employed was 23% at September 30, 1994 compared to 21.4% at
June 30, 1994. These changes are primarily the result of the acquisition and
inclusion of the balance sheet of Jameco in the consolidated balance sheet of
the Company.
In order to support the Company's acquisition program, working capital
requirements and for general Corporate purposes, the Company entered into a
five-year commitment for an unsecured line of credit for $125,000,000.
Borrowings under this credit line will be utilized to fund acquisitions,
support future working capital requirements and general corporate purposes.
As of September 30, 1994, there were no amounts outstanding under this
credit facility.
The Company anticipates that available funds and those funds
provided from current operations will be sufficient to meet current operating
requirements and anticipated capital expenditures for at least the next 24
months.
<PAGE>
Item 5. Other Information
On January 18, 1994, the Board of Directors of the Corporation
declared a two-for-one stock split of the Corporation's outstanding Class A
Common Stock, par value $.10 per share, and Class B Common Stock, par
value $.10 per share, to be effected in the form of a stock dividend equal to
one share of Class A Common Stock for each share of Class A Common Stock
outstanding on the record date, and one share of Class B Common Stock for
each share of Class B Common Stock outstanding on the record date, all such
shares to be fully paid and nonassessable. The stock dividend was payable on
March 15, 1994 to holders of Class A Common Stock and Class B Common
Stock of record as of the close of business on March 1, 1994. Upon the
effectiveness of the dividend, there was designated as additional capital of
the Corporation an amount equal to the aggregate par value of the shares of
Class A Common Stock and Class B Common Stock of the Corporation that was
declared as a dividend.
Upon the effectiveness of the stock dividend, the Corporation
increased by 100% the number of shares of Class A Common Stock reserved
for issuance in connection with, and decreased by 50% the exercise price with
respect to, any options previously granted and outstanding and thereafter to
be granted under the Corporation's 1986 Incentive Stock Option Plan, the 1989
Nonqualified Stock Option Plan, and the 1991 Non-Employee Directors'
Nonqualified Stock Option Plan, all in accordance with the anti-dilution
provisions of each such Plan. The number of shares of Class A Common
Stock and the exercise price of each stock option granted prior to and
outstanding as of the effective date of the dividend under the Corporation's
1986 Incentive Stock Option Plan, the 1989 Nonqualified Stock Option Plan, or
the 1991 Non-Employee Directors' Nonqualified Stock Option Plan,
respectively, and each option agreement outstanding thereunder, was adjusted
so that the number of shares that could be purchased upon exercise of any
such option agreement was increased by 100% and the exercise price was
decreased by 50% per share.
Item 6. Exhibits and Reports Filed on Form 8-K
There were no reports filed on Form 8-K for the quarter ended
September 30, 1994.
<PAGE>
<TABLE>
Watts Industries, Inc.
Exhibit 11 -- Computation of Per Share Earnings
Three Months Ended
September 30
-----------------------
1994 1993
-------- --------
<C> <C> <C>
PRIMARY
- - -----------
Average shares outstanding 29,486,159 29,523,043
Net effect of dilutive stock
options - based on the treasury
stock method using average market 212,232 115,724
price
----------- -----------
Total 29,698,391 29,638,767
=========== ===========
Net earnings $ 11,390,000 $ 10,537,560
=========== ===========
Earnings per share $ .38 $ .35
=========== ===========
FULLY DILUTED
- - -------------
Average shares outstanding 29,486,159 29,523,043
Net effect of dilutive stock
options - based on the treasury
stock method using the quarter-end
market price, if higher than 227,393 181,067
average market price
----------- -----------
Total 29,713,552 29,704,110
=========== ===========
Net earnings $ 11,390,000 $ 10,537,560
=========== ===========
Earnings per share $ .38 $ .35
=========== ===========
</TABLE>
<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.
TIMOTHY P. HORNE
Date: November 8, 1994 By: /s/ ___________________
Timothy P. Horne
President
KENNETH J. McAVOY
Date: November 8, 1994 By: /s/ ___________________
Kenneth J. McAvoy
Chief Financial Officer
and Treasurer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted from the
registrants statements of consolidated earnings and consolidated balance sheets
for fiscal quarter ended September 30, 1994 and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<CIK> 0000795403
<NAME> WATTS INDUSTRIES, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> QTR-1
<FISCAL-YEAR-END> JUN-30-1995
<PERIOD-END> SEP-30-1994
<CASH> 28,431<F1>
<SECURITIES> 0
<RECEIVABLES> 106,660
<ALLOWANCES> 4,771
<INVENTORY> 161,170
<CURRENT-ASSETS> 317,470
<PP&E> 244,745
<DEPRECIATION> 99,183
<TOTAL-ASSETS> 597,916
<CURRENT-LIABILITIES> 100,265
<BONDS> 92,263
<COMMON> 2,949
0
0
<OTHER-SE> 370,597
<TOTAL-LIABILITY-AND-EQUITY> 597,916
<SALES> 152,677
<TOTAL-REVENUES> 152,677
<CGS> 96,994
<TOTAL-COSTS> 131,843<F2>
<OTHER-EXPENSES> 1,924<F3>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,410
<INCOME-PRETAX> 18,910
<INCOME-TAX> 7,520
<INCOME-CONTINUING> 11,390
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 11,390
<EPS-PRIMARY> $.38
<EPS-DILUTED> $.38
<FN>
<F1>INCLUDES 19,965 OF SHORT-TERM INVESTMENTS.
<F2>INCLUDES ONLY COST OF GOODS SOLD AND SELLING, GENERAL AND ADMINISTRATIVE
EXPENSES.
<F3>INCLUDES INTEREST EXPENSE SHOWN BELOW.
</FN>
</TABLE>
