<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Quarterly Report under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarter Ended: March 31, 1998
Commission File Number: 1-9764
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
---------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 11-2534306
- -------------------------------- ------------------------------------
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)
1101 PENNSYLVANIA AVENUE, NW WASHINGTON, D.C. 20004
---------------------------------------------------------
(Address of principal executive offices) (Zip code)
(202) 393-1101
---------------------------------------------------------
(Registrant's telephone number, including area code)
NOT APPLICABLE
---------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
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 the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.
18,627,022 shares of Common Stock, $.01 par value, at April 30, 1998.
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
AND SUBSIDIARIES
INDEX
PART I. FINANCIAL INFORMATION PAGE NO.
Item 1. Financial Statements
Condensed Consolidated Balance Sheets -
March 31, 1998 and June 30, 1997 3
Condensed Consolidated Statements of Operations -
Three and nine months ended March 31, 1998 and 1997 4
Condensed Consolidated Statements of Cash Flows -
Nine months ended March 31, 1998 and 1997 5
Notes to Condensed Consolidated Financial Statements 6-7
Item 2. Management's Discussion and Analysis of the Results
of Operations and Financial Condition 8-11
PART II. OTHER INFORMATION 12
SIGNATURES 13
2
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
MARCH 31, 1998 AND JUNE 30, 1997
(000s omitted except per share amounts)
<TABLE>
<CAPTION>
(Unaudited) (Audited)
03/31/98 06/30/97
-------------- --------------
<S> <C> <C>
ASSETS
Current assets
Cash and cash equivalents $ 12,362 4,230
Receivables (less allowance for doubtful
accounts of $10,553 at March 31,
1998 and $9,116 at June 30, 1997) 310,286 306,230
Inventories 324,075 320,102
Other current assets 105,784 48,737
-------------- --------------
Total current assets 752,507 679,299
-------------- --------------
Property, plant and equipment, net 240,457 207,947
Excess of cost over fair value of assets
acquired, net 167,357 109,606
Other assets 26,590 17,402
-------------- --------------
Total assets $ 1,186,911 1,014,254
-------------- --------------
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Short-term borrowings $ 9,351 15,808
Current portion of long-term debt 51,575 23,949
Accounts payable 103,540 104,121
Accrued liabilities 134,072 107,370
-------------- --------------
Total current liabilities 298,538 251,248
-------------- --------------
Borrowings under revolving credit
facility 181,472 142,873
Senior long-term debt 178,279 14,770
Subordinated long-term debt -- 108,750
Other non-current liabilities 30,583 29,057
Minority interest 757 794
Shareholders' equity
Common stock, $.01 par value 186 185
Additional paid-in capital 287,935 284,490
Equity adjustment from foreign currency
translation (22,311) (16,240)
Retained earnings 231,472 198,327
-------------- --------------
Total shareholders' equity 497,282 466,762
-------------- --------------
Total liabilities and shareholders' equity $ 1,186,911 1,014,254
-------------- --------------
</TABLE>
See accompanying Notes to Condensed Consolidated Financial Statements.
3
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 1998 AND 1997
(000s omitted except per share amounts)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
March 31, March 31,
1998 1997 1998 1997
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Net sales $ 391,917 358,140 1,124,150 1,097,462
Cost of sales 281,981 254,598 814,449 781,532
------------- ------------- ------------- -------------
Gross profit 109,936 103,542 309,701 315,930
Selling, general and
administrative expenses 80,540 82,854 231,931 242,939
------------- ------------- ------------- -------------
Operating income 29,396 20,688 77,770 72,991
Other expenses
Interest expense 6,671 6,077 19,294 18,971
Miscellaneous, net 909 (7) 1,213 507
------------- ------------- ------------- -------------
Income before income taxes
and extraordinary item 21,816 14,618 57,263 53,513
Income tax expense 6,763 4,254 17,751 16,024
Minority interest -- 40 -- 40
------------- ------------- ------------- -------------
Income before extraordinary 15,053 10,324 39,512 37,449
item
Extraordinary item,
net of taxes -- -- (3,583) --
------------- ------------- ------------- -------------
Net income $ 15,053 10,324 35,929 37,449
------------- ------------- ------------- -------------
Basic EPS before
extraordinary item $ 0.81 0.56 2.13 2.02
Extraordinary item -- -- .19 --
------------- ------------- ------------- -------------
Basic earnings per share $ 0.81 0.56 1.94 2.02
------------- ------------- ------------- -------------
Diluted EPS before
extraordinary item $ 0.80 0.55 2.10 1.98
Extraordinary item -- -- .19 --
------------- ------------- ------------- -------------
Diluted earnings per share $ 0.80 0.55 1.91 1.98
------------- ------------- ------------- -------------
Weighted average shares
outstanding - basic 18,619 18,468 18,556 18,585
------------- ------------- ------------- -------------
Weighted average shares
outstanding - diluted 18,847 18,818 18,850 18,949
------------- ------------- ------------- -------------
</TABLE>
See accompanying Notes to Condensed Consolidated Financial Statements.
4
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED MARCH 31, 1998 AND 1997
($000s omitted) (UNAUDITED)
<TABLE>
<CAPTION>
1998 1997
-------------- -------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 35,929 37,449
-------------- -------------
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation 41,631 37,005
Amortization of intangible assets 5,631 3,760
Changes in working capital, net of effects of
acquisitions and dispositions:
Decrease (increase) in:
Receivables 4,840 (3,303)
Inventories (24,181) (24,876)
Other current assets (9,961) (4,013)
Increase (decrease) in:
Accounts payable (15,829) (12,211)
Accrued liabilities (3,351) (14,693)
Income from disposition of assets (3,721) --
-------------- -------------
Net cash provided by operating activities $ 30,988 19,118
-------------- -------------
Cash flows from investing activities:
Payment for purchase of companies,
net of cash acquired $ (94,751) --
Proceeds from disposition of assets 6,564 1,631
Capital expenditures (51,688) (51,337)
Other items, net (609) 5,796
-------------- -------------
Net cash used in investing activities $ (140,484) (43,910)
-------------- -------------
Cash flows from financing activities:
Borrowings on (repayments of) lines of credit $ (4,512) (15,159)
Net proceeds from long-term debt 121,478 57,472
Dividends paid to shareholders (2,784) (2,787)
Stock retirement -- (11,000)
Effect of stock option program 3,446 914
-------------- -------------
Net cash flow provided by financing activities $ 117,628 29,440
-------------- -------------
Net increase in cash and cash equivalents 8,132 4,648
Cash and cash equivalents at beginning of period 4,230 303
-------------- -------------
Cash and cash and cash equivalents at end of period $ 12,362 4,951
-------------- -------------
Supplemental disclosures of cash flow information:
Interest paid $ 19,613 18,100
Income taxes paid $ 10,753 14,515
Supplemental schedule of non-cash investing activities:
Fair value of assets acquired $ 148,857 --
Cash paid for the capital stock 94,751 --
-------------- -------------
Liabilities assumed $ 54,106 --
-------------- -------------
</TABLE>
See accompanying Notes to Condensed Consolidated Financial Statements.
5
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
NOTE A - BASIS OF PRESENTATION
The Company's Condensed Consolidated Financial Statements for the
three months and nine months ended March 31, 1998 and 1997, have
not been audited by the Company's independent auditors; however, in
the opinion of management, the accompanying unaudited Condensed
Consolidated Financial Statements contain all adjustments (consisting
of only normal recurring accruals) necessary to present fairly the
consolidated financial position of the Company and subsidiaries as of
March 31, 1998 and the results of their operations and their cash flows
for the periods presented.
Where necessary, prior years' information has been reclassified to
conform to the current year consolidated financial statement
presentation.
The results of operations for the nine months ended March 31, 1998, are
not necessarily indicative of the results to be expected for the full year.
The Company has adopted SFAS No. 128, "Earnings Per Share." The
Company's financial statements for March 31, 1998, and for the
comparable prior periods presented, include the disclosures required by
SFAS No. 128.
NOTE B - ACQUISITIONS & DISPOSITIONS
In August 1997, Harman International Industries, Incorporated, acquired
the automotive OEM loudspeaker manufacturing operations of Oxford
International Ltd. Harman funded the acquisition of Oxford with funds
drawn under its revolving credit facility.
In December 1997, Harman International Industries, Incorporated,
acquired Audio Electronics Systems (formerly a division of Nokia), a
European OEM loudspeaker manufacturer. Harman paid one-half of the
purchase price in December 1997 and the remainder in March 1998. The
Audio Electronics Systems acquisition was funded with five-year
Deutschmark-based senior debt.
In March 1997, Harman International Industries, Incorporated, disposed
of its German distribution operations. Proceeds of approximately
6
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
NOTE B - ACQUISITIONS & DISPOSITIONS (continued)
$45 million were received by the Company in April, and approximately
$4 million is due to the Company in the form of a promissory note.
NOTE C - DILUTION RECONCILIATION
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
March 31, March 31,
1998 1997 1998 1997
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Weighted average shares
outstanding - basic 18,619 18,468 18,556 18,585
Dilutive effect of stock
options outstanding 228 350 294 364
------------ ------------ ------------ ------------
Weighted average shares
outstanding - diluted 18,847 18,818 18,850 18,949
------------ ------------ ------------ ------------
</TABLE>
7
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
AND SUBSIDIARIES
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
RESULTS OF OPERATIONS
- -----------------------
COMPARISON OF THE THREE AND NINE MONTH PERIODS ENDED
MARCH 31, 1998 AND 1997
Net sales for the quarter ended March 31, 1998 increased 9% to $391.9
million. Exclusive of currency effects, sales rose 13 percent. For the
first nine months, sales were $1.124 billion. Sales in the same period
last year totaled $1.097 billion. Exclusive of currency effects, sales
increased 7 percent.
The OEM Group produced excellent results. Including the sales of
Oxford and Audio Electronic Systems, total OEM sales for the quarter
increased almost 50 percent over the third quarter last year. Also
contributing to the growth was the addition of new car models to the
Company's customer base including the Dodge Durango (Infinity), the
Toyota Aristo (JBL), the BMW Z-3 (Harman Kardon), and the Hyundai
Grandeur (JBL). Becker reported continuing growth on higher sales to
BMW and Porsche. Becker's new Traffic Star navigation system is
selling very well in Europe.
Consumer Group sales were down in the third quarter due to currency
shifts, weakness in Asia and the previously announced transition in the
Company's relationship with Compaq from sourcing to licensing. Sales
to Asia were off 39 percent compared to the third quarter last year.
Excluding the effects of currency shifts and the Compaq transition, sales
were slightly ahead of last year's third quarter.
The Professional Group sales were lower in the third quarter, driven
principally by the Asian markets where sales declined 45 percent
compared to the same quarter last year. Sales in Europe were reduced
by the disposition of the Company's distribution companies in France
and the United Kingdom. The sales decreases in Europe and Asia were
partially offset by higher sales in North America and by the continuing
growth in sales at AKG.
The gross profit margin for the quarter ended March 31, 1998 was 28.1
percent ($109.9 million) compared to 28.9 percent ($103.5 million) in
the prior year. The gross profit margin for the first nine months of fiscal
1998 was 27.5 percent ($309.7 million) compared to 28.8 percent
8
<PAGE>
($315.9 million) in the previous year. The decrease in the gross profit
margin rates for the quarter and the first nine months resulted from
weakness in Asia, the strength of the U.S. dollar, pricing pressure in
consumer electronics markets, start-up costs for new products and the
bankruptcy of electronics retailer Nobody Beats the Wiz, which resulted
in a $2 million charge against receivables in the second quarter.
Operating income as a percentage of sales was 7.5 percent ($29.4
million) for the quarter ended March 31, 1998, compared to 5.8 percent
($20.7 million) for the same period in the prior year. For the first nine
months, operating income as a percentage of sales was 6.9 percent
($77.8 million) compared to 6.7 percent ($72.3 million) in the prior
year. The operating income percentage increases in the third quarter
and first nine months were due to lower selling, general and
administrative costs. Selling, general and administrative costs as a
percentage of sales decreased to 20.6 percent for the third quarter and
20.6 percent for the nine months, compared to 23.1 percent and 22.1
percent for the same periods in the prior year. Selling, general and
administrative costs for the third quarter of fiscal 1998 included $3
million of restructuring costs incurred at the Consumer and Professional
Groups for administrative overhead reduction initiatives. Those costs
were offset by $3.6 million of income recorded on the sale of the
Company's German distribution operations. Selling, general and
administrative costs were lower for the quarter and the nine months
compared to the prior year due to currency effects, reductions associated
with the sale of distribution companies in France and the United
Kingdom in the second quarter of fiscal 1998 and reductions in other
operating expenses.
Interest expense for the three months ended March 31, 1998 was $6.7
million, compared to $6.1 million in the same period last year. For the
nine months ended March 31, 1998, interest expense was $19.3 million,
compared to $19.0 million last year. Average borrowings outstanding
were $417.2 million for the third quarter of fiscal 1998 and $387.9
million for the first nine months, up from $327.9 million and $320.5
million, respectively, for the same periods in the prior year. Higher
average borrowings resulted from the August 1997 acquisition of
Oxford, the December 1997 acquisition of Audio Electronic Systems
and higher working capital levels.
The weighted average interest rate on borrowings was 6.4 percent for
the third quarter and 6.7 percent for the nine months ended March 31,
1998. The average interest rates for the comparable periods in the
prior year were 7.4 percent and 7.9 percent, respectively. The decrease
in average interest rates was due in part to the retirement of $64 million
9
<PAGE>
of 12.0% notes, which was funded with proceeds from the issuance of
the Company's ten-year senior notes bearing interest at 7.32%.
Income before income taxes, minority interest and extraordinary item
for the third quarter of fiscal 1998 was $21.8 million, compared to $14.6
million in the prior year. For the nine months ended March 31, 1998,
income before income taxes, minority interest and extraordinary item
was $57.3 million, compared with $53.5 million in the prior year period.
The effective tax rate for the third quarter of fiscal 1998 was
31.0 percent compared with 29.1 percent in the same period a year ago.
The effective tax rate for the first nine months of fiscal 1998 was 31.0
percent compared with 29.9 percent last year. The effective tax rates
were below the U.S. statutory rate due to utilization of tax credits,
certain tax benefits for United States exports and the utilization of tax
loss carryforwards at certain foreign subsidiaries. The Company
calculates its effective tax rate based upon its current estimate of annual
results.
Income before extraordinary item was $15.1 million, compared to
$10.3 million in the prior year. Income before extraordinary item for
the nine months ended March 31, 1998 was $39.5 million, compared to
$37.4 million in the previous year.
The Company reported an extraordinary charge, net of related tax
benefit, of $3.6 million in the first quarter of fiscal 1998 due to the early
extinguishment of $64 million of 12.0% notes, due August 1, 2002.
The debt retirement was funded with proceeds from the issuance of the
Company's ten-year senior notes bearing interest at 7.32%.
Net income for the three months ended March 31, 1998 was
$15.1 million, compared with $10.3 million in the previous year. Net
income for the first nine months of fiscal 1998 was $35.9 million,
compared with $37.4 million in the prior year.
Basic earnings per share were $0.81 for the quarter, compared with
$0.56 in the same period in the prior year. Diluted earnings per share
were $0.80 for the quarter, compared with $0.55 last year.
Basic earnings per share before extraordinary item were $2.13 for the
first nine months, and basic earnings per share were $1.94. Basic
earnings per share for the first nine months last year were $2.02.
10
<PAGE>
Diluted earnings per share before extraordinary item were $2.10 for the
first nine months, and diluted earnings per share were $1.91. Diluted
earnings per share for the first half last year were $1.98.
FINANCIAL CONDITION
- ---------------------------------
Net working capital at March 31, 1998 was $454.0 million, compared
with $428.1 million at June 30, 1997. Current assets increased $73.2
million due to the Oxford and Audio Electronic Systems acquisitions,
higher cash and cash equivalents and higher other current assets, which
includes approximately $49 million due to the Company for the sale of
the German distribution operations. The impact of this increase in other
current assets was offset by reductions in accounts receivable and
inventories associated with the sale.
Current liabilities increased $47.3 million due to acquisitions and an
increase in the current portion of long-term debt. Current portion of
long-term debt increased by $27.6 million due to the reclassification of
the $45.0 million 11.2% Senior Subordinated notes, due December 1,
1998, partially offset by the retirement of $17.5 million of 10.4% Senior
notes due September 30, 1997.
Borrowings under the revolving credit facility at March 31, 1998 were
$181.5 million, comprised of competitive advance borrowings and
revolving credit borrowings. Borrowings under the revolving credit
facility at June 30, 1997 were $151.1 million, comprised of swing line
borrowings of $8.2 million, which are included in short-term
borrowings, and competitive advance borrowings and revolving credit
borrowings of $142.9 million. Borrowings under the revolving credit
facility increased due to the Oxford acquisition and higher working
capital requirements as discussed above.
Except for historical information contained herein, the matters
discussed are forward-looking statements which involve risks
and uncertainties that could cause actual results to differ
materially from those suggested in the forward-looking
statements, including, but not limited to, the effect of
economic conditions, product demand, currency exchange rates,
competitive products and other risks detailed in the Company's
other Securities and Exchange Commission filings.
11
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
AND SUBSIDIARIES
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
There are various legal proceedings pending against the
registrant and its subsidiaries, but, in the opinion of
management, liabilities, if any, arising from such claims will not
have a materially adverse effect upon the consolidated financial
condition of the registrant.
Item 2. Changes in Securities
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits required by Item 601 of Regulation S-K
None.
(b) Reports on Form 8-K
None.
12
<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.
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
(Registrant)
DATE: May 14, 1998 BY: /s/ Bernard A. Girod
-------------------------------
Bernard A. Girod
President, Chief Operating
Officer and Secretary
DATE: May 14, 1998 BY: /s/ Frank Meredith
-------------------------------
Frank Meredith
Vice President of Finance
and Administration and
Chief Financial Officer
13
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-END> MAR-31-1998
<CASH> 12050
<SECURITIES> 312
<RECEIVABLES> 320839
<ALLOWANCES> 10553
<INVENTORY> 324075
<CURRENT-ASSETS> 752507
<PP&E> 491934
<DEPRECIATION> 251477
<TOTAL-ASSETS> 1186911
<CURRENT-LIABILITIES> 298538
<BONDS> 359751
<COMMON> 186
0
0
<OTHER-SE> 497096
<TOTAL-LIABILITY-AND-EQUITY> 1186911
<SALES> 1124150
<TOTAL-REVENUES> 1124150
<CGS> 643986
<TOTAL-COSTS> 814449
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 5222
<INTEREST-EXPENSE> 19294
<INCOME-PRETAX> 57263
<INCOME-TAX> 17751
<INCOME-CONTINUING> 39512
<DISCONTINUED> 0
<EXTRAORDINARY> 3583
<CHANGES> 0
<NET-INCOME> 35929
<EPS-PRIMARY> 1.94
<EPS-DILUTED> 1.91
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-END> JUN-30-1997
<CASH> 4079
<SECURITIES> 151
<RECEIVABLES> 315346
<ALLOWANCES> 9116
<INVENTORY> 320102
<CURRENT-ASSETS> 679299
<PP&E> 425866
<DEPRECIATION> 217919
<TOTAL-ASSETS> 1014254
<CURRENT-LIABILITIES> 251248
<BONDS> 266393
<COMMON> 185
0
0
<OTHER-SE> 466577
<TOTAL-LIABILITY-AND-EQUITY> 1014254
<SALES> 1474094
<TOTAL-REVENUES> 1474094
<CGS> 845869
<TOTAL-COSTS> 1053614
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 1977
<INTEREST-EXPENSE> 23640
<INCOME-PRETAX> 77901
<INCOME-TAX> 22962
<INCOME-CONTINUING> 54832
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 54832
<EPS-PRIMARY> 2.96
<EPS-DILUTED> 2.90
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-END> JUN-30-1996
<CASH> (74)
<SECURITIES> 377
<RECEIVABLES> 308072
<ALLOWANCES> 9962
<INVENTORY> 308051
<CURRENT-ASSETS> 651970
<PP&E> 394148
<DEPRECIATION> 193190
<TOTAL-ASSETS> 996209
<CURRENT-LIABILITIES> 274659
<BONDS> 254611
<COMMON> 186
0
0
<OTHER-SE> 436291
<TOTAL-LIABILITY-AND-EQUITY> 996209
<SALES> 1361595
<TOTAL-REVENUES> 1361595
<CGS> 772736
<TOTAL-COSTS> 953470
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 3103
<INTEREST-EXPENSE> 27510
<INCOME-PRETAX> 75024
<INCOME-TAX> 23750
<INCOME-CONTINUING> 52042
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 52042
<EPS-PRIMARY> 3.16
<EPS-DILUTED> 3.07
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> JUN-30-1995
<PERIOD-END> JUN-30-1995
<CASH> 9342
<SECURITIES> 1910
<RECEIVABLES> 277211
<ALLOWANCES> 12313
<INVENTORY> 236532
<CURRENT-ASSETS> 552655
<PP&E> 347403
<DEPRECIATION> 157580
<TOTAL-ASSETS> 886872
<CURRENT-LIABILITIES> 295091
<BONDS> 266021
<COMMON> 152
0
0
<OTHER-SE> 289338
<TOTAL-LIABILITY-AND-EQUITY> 886872
<SALES> 1170224
<TOTAL-REVENUES> 1170224
<CGS> 668657
<TOTAL-COSTS> 806143
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 4263
<INTEREST-EXPENSE> 25284
<INCOME-PRETAX> 61157
<INCOME-TAX> 19642
<INCOME-CONTINUING> 41435
<DISCONTINUED> 0
<EXTRAORDINARY> (274)
<CHANGES> 0
<NET-INCOME> 41161
<EPS-PRIMARY> 2.58
<EPS-DILUTED> 2.52
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-END> SEP-30-1996
<CASH> 1379
<SECURITIES> 196
<RECEIVABLES> 319670
<ALLOWANCES> 9850
<INVENTORY> 331636
<CURRENT-ASSETS> 692106
<PP&E> 402650
<DEPRECIATION> 200378
<TOTAL-ASSETS> 1036724
<CURRENT-LIABILITIES> 286266
<BONDS> 276472
<COMMON> 186
0
0
<OTHER-SE> 443481
<TOTAL-LIABILITY-AND-EQUITY> 1036724
<SALES> 338003
<TOTAL-REVENUES> 338003
<CGS> 190738
<TOTAL-COSTS> 243209
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 630
<INTEREST-EXPENSE> 6158
<INCOME-PRETAX> 11131
<INCOME-TAX> 3562
<INCOME-CONTINUING> 7569
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7569
<EPS-PRIMARY> 0.41
<EPS-DILUTED> 0.40
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-END> DEC-31-1996
<CASH> 8302
<SECURITIES> 289
<RECEIVABLES> 333879
<ALLOWANCES> 10005
<INVENTORY> 329362
<CURRENT-ASSETS> 708978
<PP&E> 414032
<DEPRECIATION> 208213
<TOTAL-ASSETS> 1058731
<CURRENT-LIABILITIES> 285040
<BONDS> 279749
<COMMON> 187
0
0
<OTHER-SE> 464237
<TOTAL-LIABILITY-AND-EQUITY> 1058731
<SALES> 739322
<TOTAL-REVENUES> 739322
<CGS> 421104
<TOTAL-COSTS> 526934
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 1035
<INTEREST-EXPENSE> 12894
<INCOME-PRETAX> 38895
<INCOME-TAX> 11770
<INCOME-CONTINUING> 27125
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 27125
<EPS-PRIMARY> 1.46
<EPS-DILUTED> 1.42
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-END> MAR-31-1997
<CASH> 4809
<SECURITIES> 142
<RECEIVABLES> 310094
<ALLOWANCES> 9459
<INVENTORY> 330232
<CURRENT-ASSETS> 685337
<PP&E> 419296
<DEPRECIATION> 214472
<TOTAL-ASSETS> 1022177
<CURRENT-LIABILITIES> 247874
<BONDS> 294530
<COMMON> 185
0
0
<OTHER-SE> 451902
<TOTAL-LIABILITY-AND-EQUITY> 1022177
<SALES> 1097462
<TOTAL-REVENUES> 1097462
<CGS> 625091
<TOTAL-COSTS> 781532
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 1798
<INTEREST-EXPENSE> 18971
<INCOME-PRETAX> 53513
<INCOME-TAX> 16024
<INCOME-CONTINUING> 37449
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 37449
<EPS-PRIMARY> 2.02
<EPS-DILUTED> 1.97
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-END> SEP-30-1995
<PERIOD-TYPE> 3-MOS
<CASH> 5763
<SECURITIES> 3040
<RECEIVABLES> 296357
<ALLOWANCES> 12478
<INVENTORY> 260947
<CURRENT-ASSETS> 606113
<PP&E> 355479
<DEPRECIATION> 167922
<TOTAL-ASSETS> 936391
<CURRENT-LIABILITIES> 291053
<BONDS> 314421
<COMMON> 159
0
0
<OTHER-SE> 295554
<TOTAL-LIABILITY-AND-EQUITY> 936391
<SALES> 300474
<TOTAL-REVENUES> 300474
<CGS> 171740
<TOTAL-COSTS> 210988
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 551
<INTEREST-EXPENSE> 6937
<INCOME-PRETAX> 9061
<INCOME-TAX> 3123
<INCOME-CONTINUING> 5904
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5904
<EPS-PRIMARY> 0.36
<EPS-DILUTED> 0.35
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-END> DEC-31-1995
<CASH> 9542
<SECURITIES> 2814
<RECEIVABLES> 289524
<ALLOWANCES> 12402
<INVENTORY> 281077
<CURRENT-ASSETS> 617986
<PP&E> 375494
<DEPRECIATION> 179264
<TOTAL-ASSETS> 958802
<CURRENT-LIABILITIES> 276541
<BONDS> 338092
0
0
<COMMON> 160
<OTHER-SE> 309305
<TOTAL-LIABILITY-AND-EQUITY> 958802
<SALES> 649143
<TOTAL-REVENUES> 649143
<CGS> 369658
<TOTAL-COSTS> 451742
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 1240
<INTEREST-EXPENSE> 14475
<INCOME-PRETAX> 31359
<INCOME-TAX> 9948
<INCOME-CONTINUING> 21366
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 21366
<EPS-PRIMARY> 1.31
<EPS-DILUTED> 1.27
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-END> MAR-31-1996
<CASH> 8985
<SECURITIES> 891
<RECEIVABLES> 282926
<ALLOWANCES> 13061
<INVENTORY> 302557
<CURRENT-ASSETS> 633688
<PP&E> 384538
<DEPRECIATION> 186487
<TOTAL-ASSETS> 985507
<CURRENT-LIABILITIES> 289325
<BONDS> 354074
0
0
<COMMON> 160
<OTHER-SE> 311555
<TOTAL-LIABILITY-AND-EQUITY> 985507
<SALES> 988482
<TOTAL-REVENUES> 988482
<CGS> 558622
<TOTAL-COSTS> 687651
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 3635
<INTEREST-EXPENSE> 21682
<INCOME-PRETAX> 51612
<INCOME-TAX> 16332
<INCOME-CONTINUING> 35253
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 35253
<EPS-PRIMARY> 2.17
<EPS-DILUTED> 2.11
</TABLE>
