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 March 31, 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 0-15761
GLENAYRE TECHNOLOGIES, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 98-0085742
(State or other jurisdiction of ( I.R.S. Employer Identification No.)
incorporation or organization)
4201 CONGRESS STREET, SUITE 455, CHARLOTTE, NORTH CAROLINA 28209
(Address of principal executive offices) Zip Code
(704) 553-0038
(Registrant's telephone number, including area code)
NOT APPLICABLE
(Former name, fromer 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
The number of shares outstanding of the Registrant's common stock,
par value $.02 per share, at May 2, 1995 was 25,796,402 shares.
<PAGE>
GLENAYRE TECHNOLOGIES, INC.
Index
Part I - Financial Information:
<TABLE>
<CAPTION>
<S> <C>
Item 1. Financial Statements Page
Consolidated Balance Sheets as of March 31,
1995 (Unaudited) and December 31, 1994 3
Consolidated Statements of Operations for the three
months ended March 31, 1995 and 1994 (Unaudited) 4
Consolidated Statement of Stockholders' Equity for the
three months ended March 31, 1995 (Unaudited) 5
Consolidated Statement of Cash Flows for the
three months ended March 31, 1995 and 1994 (Unaudited) 6
Notes to Consolidated Financial Statements (Unaudited) 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 10
</TABLE>
Part II - Other Information:
Item 6. Exhibits and Reports on Form 8-K 13
2
<PAGE>
GLENAYRE TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(dollars in thousands)
<TABLE>
<CAPTION>
<S> <C> <C>
March 31, 1995 December 31, 1994
(Unaudited)
ASSETS
Current Assets:
Cash and cash equivalents $ 60,347 $ 52,043
Short-term investments 39,291 39,462
Accounts receivable, net 42,810 33,707
Trade notes receivable, current 4,967 8,816
Inventories (Note 2) 32,632 24,261
Deferred income taxes 5,666 6,518
Prepaid expenses and other current assets 2,524 5,526
Total current assets 188,237 170,333
Trade notes receivable 14,827 12,480
Property, plant and equipment, net 20,503 17,707
Goodwill (Note 3) 60,764 61,436
Deferred income taxes 24,953 22,510
Other assets 331 495
TOTAL ASSETS $309,615 $284,961
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable $ 10,491 $ 9,871
Accrued liabilities 29,332 25,035
Other current liabilities 257 218
Total current liabilities 40,080 35,124
Other liabilities 4,525 4,402
Stockholders' Equity (Note 5):
Preferred stock, $.01 par value; 5,000,000 shares
authorized, no shares issued and outstanding -- --
Common stock, $.02 par value; authorized 50,000,000 shares;
outstanding: March 31, 1995 - 25,196,347 shares;
December 31, 1994 - 24,885,129 shares 504 497
Contributed capital 225,466 216,485
Retained earnings from February 1, 1988 39,040 28,453
Total stockholders' equity 265,010 245,435
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $309,615 $284,961
</TABLE>
See notes to consolidated financial statements.
3
<PAGE>
GLENAYRE TECHNOL0GIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(dollars in thousands, except per share amounts)
(unaudited)
<TABLE>
<CAPTION>
<S> <C> <C>
Three Months Ended
March 31,
1995 1994
NET SALES (Note 1) $ 59,862 $38,446
COSTS AND EXPENSES:
Cost of sales 25,859 16,434
Selling, general and administrative expense 11,951 8,998
Research and development expense 4,699 3,265
Depreciation and amortization expense 1,592 1,405
Total costs and expenses 44,101 30,102
INCOME FROM OPERATIONS 15,761 8,344
OTHER INCOME (EXPENSES):
Interest income 1,981 824
Interest expense (45) (112)
Foreign exchange gain (loss) 32 (85)
Other, net (59) (57)
Total other income (expenses), net 1,909 570
INCOME FROM CONTINUING OPERATIONS
BEFORE INCOME TAXES 17,670 8,914
PROVISION FOR INCOME TAXES (Note 4) 3,888 1,573
INCOME FROM CONTINUING OPERATIONS 13,782 7,341
DISCONTINUED OPERATIONS (Note 1) -- 163
NET INCOME $ 13,782 $ 7,504
PRIMARY INCOME PER COMMON SHARE (Note 5):
Continuing operations $ .52 $ .28
Discontinued operations -- .01
NET INCOME PER COMMON SHARE - PRIMARY $ .52 $ .29
FULLY DILUTED INCOME PER COMMON SHARE (Note 5):
Continuing operations $ .52 $ .28
Discontinued operations -- .01
NET INCOME PER COMMON SHARE - FULLY DILUTED $ .52 $ .29
</TABLE>
See notes to consolidated financial statements.
4
<PAGE>
GLENAYRE TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
(dollars and shares in thousands)
(unaudited)
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
Total
Common Stock Contributed Retained Stockholders'
Shares Amount Capital Earnings Equity
Balances, December 31, 1994 24,885 $497 $216,485 $28,453 $245,435
Net income 13,782 13,782
Stock options exercised 311 7 1,826 1,833
Utilization of net operating
loss carryforwards (Note 4) 3,195 (3,195)
Tax benefit of stock options
exercised 3,960 3,960
Balances, March 31, 1995 25,196 $504 $225,466 $39,040 $265,010
</TABLE>
See notes to consolidated financial statements.
5
<PAGE>
GLENAYRE TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollars in thousands)
(unaudited)
<TABLE>
<CAPTION>
<S> <C> <C>
Three Months Ended March 31,
1995 1994
NET CASH PROVIDED BY OPERATING ACTIVITIES $10,156 $ 907
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of equipment (3,848) (999)
Proceeds from sale of equipment 14 1
Maturities of short-term investments 29,465 --
Purchases of short-term investments (29,294) --
NET CASH USED IN INVESTING ACTIVITIES (3,663) (998)
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on long-term borrowings (15) (1,235)
Issuance of common stock 1,826 1,707
NET CASH PROVIDED BY FINANCING ACTIVITIES 1,811 472
NET INCREASE IN CASH AND
CASH EQUIVALENTS 8,304 381
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 52,043 66,099
CASH AND CASH EQUIVALENTS AT END OF PERIOD $60,347 $66,480
SUPPLEMENTAL DISCLOSURES OF
CASH FLOW INFORMATION:
Cash paid during the period for:
Interest $39 $80
Income taxes 412 787
</TABLE>
See notes to consolidated financial statements.
6
<PAGE>
GLENAYRE TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(tabular amounts in thousands of dollars)
(unaudited)
The consolidated financial statements should be read in conjunction with
the audited financial statements and the notes thereto included in the
Glenayre Technologies, Inc. Annual Report on Form 10-K for the year ended
December 31, 1994.
Certain of the accompanying financial information is unaudited; however,
in the opinion of the Company, this information includes all adjustments
(consisting only of normal recurring adjustments) necessary for a fair
presentation of the financial information therein.
The results of operations for the three months ended March 31, 1995 are
not necessarily indicative of the results that may be expected for the
entire year. The Company's financial results in any quarter are highly
dependent upon various factors, including the timing and size of
customer orders and the shipment of products for large orders. Large
orders from customers can account for a significant portion of products
shipped in any quarter. Accordingly, the shipment of products in
fulfillment of such large orders can dramatically affect the results of
operations of any single quarter.
1. DISCONTINUED OPERATIONS
Real Estate Operations
Following the November 1992 acquisition (the "Acquisition") of
the telecommunications equipment manufacturing and related software
business of Glentel Inc. of Vancouver, British Columbia, Canada (the
"GEMS Business") the Company restructured its real estate operations.
On July 6, 1993, the Company adopted a formal plan of disposal which
called for the disposal of its remaining real estate assets
(principally four parcels of undeveloped land in the western United
States).
The sales of substantially all of one of the parcels and portions of
two other parcels were completed as of March 31, 1994, with an
aggregate recognized gain in the three months ended March 31, 1994 of
approximately $163,000, net of income taxes of $87,000. The sales of
the remaining parcels were completed as of June 30, 1994.
Net cash proceeds from the sales of real estate properties amounted to
approximately $2.0 million for the three months ended March 31, 1994.
Oil and Gas Pipeline Construction Operations
In October 1993, the Company sold its interest in an oil and gas
pipeline construction business receiving approximately $3.3 million in
cash and a $3.6 million promissory note (included in other current
assets at December 31, 1994.) The $3.6 million note was paid in full
in March 1995.
2. INVENTORIES
<TABLE>
<CAPTION>
<S> <C> <C>
March 31, December 31,
Inventories consist of: 1995 1994
Raw materials $17,964 $10,999
Work-in-process:
Uncompleted contracts 669 762
Other 8,235 6,425
Finished goods 5,764 6,075
$32,632 $24,261
</TABLE>
7
<PAGE>
3. GOODWILL
Goodwill is shown net of accumulated amortization of $6.4 million
and $5.8 million at March 31, 1995 and December 31, 1994, respectively.
4. INCOME TAXES
The Company's consolidated income tax provision was different from the
amount computed using the U.S. statutory income tax rate for the
following reasons:
<TABLE>
<CAPTION>
<S> <C> <C>
Three Months Ended
March 31,
1995 1994
Income tax provision at U.S. statutory rate $6,184 $3,120
Reduction in valuation allowance (3,195) (2,675)
Foreign taxes at rates other than U.S. statutory rate 132 545
State taxes (net of federal benefit) 574 348
Non-deductible goodwill amortization 193 235
Income tax provision $3,888 $1,573
</TABLE>
Subsequent to the quasi-reorganization completed on February 1,
1988, as described in Note 5, the benefits derived from the
utilization of tax net operating loss carryforwards are reported
in the statement of operations in the year such tax benefits are
realized and then reclassified from retained earnings to
contributed capital. The Company adopted the accounting method
for utilization of these tax net operating loss carryforwards
outlined above on February 1, 1988. On September 28, 1989, the
Securities and Exchange Commission ("SEC") released Staff
Accounting Bulletin No. 86 ("SAB 86") which set forth the SEC
staff's position with respect to this accounting treatment.
According to the SEC staff's interpretation of Statement of
Financial Accounting Standards No. 96, "Accounting for Income
Taxes," contained in SAB 86, realized tax benefits should be
reported as a direct addition to contributed capital.
Subsequently, the Company consulted with the SEC staff and
determined that the SEC staff would not object to the accounting
method outlined above for companies which had adopted such
accounting methods prior to the issuance of SAB 86.
If the original guidance in SAB 86 had been applied, the
Company's net income for the three months ended March 31, 1995
and 1994 would have been reduced by the amount of the benefit
from utilization of tax net operating loss carryforwards. Such
reduction in net income would have been $3.2 million ($.12 per
share) and $2.7 million ($.10 per share) for the three months
ended March 31, 1995 and 1994, respectively.
The Company believes that it is more likely than not that the
net deferred tax asset recorded at March 31, 1995 will be fully
realized.
5. STOCKHOLDERS' EQUITY
(a) Quasi-Reorganization
On February 1, 1988, the Company completed a quasi-reorganization.
After determining that the Company's balance sheet reflected
approximate fair value on that date and that revaluation was not
necessary, the accumulated deficit and the cumulative translation
adjustment were adjusted to zero by reclassifying them to
contributed capital. A new retained earnings account was
established as of February 1, 1988.
(b) Stock Split
On December 8, 1994, the Board of Directors of the Company
adopted a resolution authorizing a three- for-two split of the
Company's common stock, effected in the form of a 50% stock
dividend distributed on January 5, 1995 to stockholders of
record on December 22, 1994.
All share and per share amounts have been restated to reflect
this stock dividend.
8
<PAGE>
(c) Income per Common Share
Primary income per common share was computed by dividing net
income by the weighted average number of shares of common stock
outstanding plus the shares that would be outstanding assuming
exercise of dilutive stock options which are considered to be
common stock equivalents. The number of common shares that
would be issued from the exercise of stock options has been
reduced by the number of common shares that could be purchased
from the proceeds at the average market price of the Company's
stock during the periods such options were outstanding. The
number of shares used to compute primary per share data for the
three-month periods ended March 31, 1995 and 1994 was 26,631,973
and 25,885,148, respectively.
For purposes of the fully diluted income per share computations,
the number of shares that could be issued from the exercise of
stock options outstanding at the end of the period has been
reduced by the number of shares which could have been purchased
from the proceeds at the higher of the market price of the
Company's stock on March 31, 1995 and 1994 or the average market
prices during the periods such options were outstanding. For
those options exercised during the period, the computation for
the period prior to exercise is based on the market price when
the option was exercised. The number of shares used to compute
fully diluted per share data for the three-month periods ended
March 31, 1995 and 1994 was 26,667,907 and 25,882,119,
respectively.
6. SUBSEQUENT EVENT - BUSINESS ACQUISITION
On April 25, 1995, the Company completed the acquisition of
Western Multiplex Corporation ("MUX"), located in Belmont,
California. MUX designs, manufactures and markets products for
use in point-to- point microwave communication systems. The
purchase price of approximately $28.6 million consists of
749,970 shares of the Company's common stock (including 223,203
shares issuable upon exercise of stock options) valued at
approximately $27.3 million and approximately $1.3 million in
acquisition costs. The acquisition will be accounted for as a
purchase.
9
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Background
On November 10, 1992, Glenayre Technologies, Inc. acquired the GEMS
Business. The GEMS Business designs, manufactures, markets and services
switches, transmitters, controls and related software used in personal
communications systems (including paging, voice messaging, and
message management and mobile data systems), transit communications
systems and radio telephone systems.
On July 6, 1993, the Company adopted formal plans to dispose of its real
estate operation. This operation is accounted for as a discontinued
operation and accordingly, its operating results are reported in this
manner and excluded from continuing operations in the accompanying
consolidated statement of operations for the three months ended March
31, 1994. In October 1993, the Company sold its interest in an oil and
gas pipeline construction business. (See Note 1 to the Company's
Consolidated Financial Statements).
On April 25, 1995, the Company completed the acquisition of Western
Multiplex Corporation ("MUX"), located in Belmont, California. MUX
designs, manufactures and markets products for use in point-to-point
microwave communication systems. The purchase price of approximately
$28.6 million consists of 749,970 shares of the Company's common stock
(including 223,203 shares issuable upon exercise of stock options)
valued at approximately $27.3 million and approximately $1.3 million
in acquisition costs. The acquisition will be accounted for as a
purchase. The Company does not expect the MUX operations will require
material financing commitments by the Company.
Set forth below are: (i) a comparison of the results of operations of
the Company for the three months ended March 31, 1995 to the results of
operations for the three months ended March 31, 1994; (ii) a discussion
of the Company's discontinued operations; and (iii) a discussion of the
Company's financial condition and liquidity.
Three Months Ended March 31, 1995
Compared with Three Months Ended March 31, 1994
NET SALES
Net sales for the three months ended March 31, 1995 increased to
approximately $59.9 million from net sales for the three months ended
March 31, 1994 of approximately $38.4 million, an increase of
approximately $21.4 million, or 55.7%. Net sales of paging systems and
voice messaging systems for the three months ended March 31, 1995
increased to approximately $45.5 million and $8.7 million, respectively,
from approximately $29.3 million and $6.7 million, respectively, for the
prior period. The increase in sales was primarily a result of the sales
of new systems and the continued expansion and upgrading of existing
systems within the installed customer base. One customer, Paging
Network, Inc. (PageNet), the nation's largest paging company, accounted
for approximately 28% and 13% of net sales for the three months ended
March 31, 1995 and 1994, respectively.
GROSS PROFIT
Gross profit increased to approximately $34.0 million, or 56.8% of net
sales, for the three months ended March 31, 1995, from approximately
$22.0 million, or 57.3% of net sales, for the three months ended March
31, 1994.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSE
Selling, general and administrative expense increased to approximately
$12.0 million, or 20.0% of net sales, for the three months ended March
31, 1995, from approximately $9.0 million, or 23.4% of net sales, for
the three months ended March 31, 1994. The $3.0 million increase
primarily resulted from increased selling and marketing expenses for
additional sales personnel, increased commissions and travel, and new
international office expenses.
10
<PAGE>
RESEARCH AND DEVELOPMENT EXPENSE
Research and development costs increased to approximately $4.7 million,
or 7.8% of net sales, for the three months ended March 31, 1995, from
approximately $3.3 million, or 8.5% of net sales, for the three months
ended March 31, 1994, an increase of $1.4 million, or 43.9%. The
increase of $1.4 million was primarily a result of increased research
and development personnel and research material purchased. The research
and development costs were primarily for new product development and
enhancements to existing products. Both hardware and software
development costs are included in research and development costs. All
research and development costs are expensed as incurred.
INTEREST INCOME, NET
The Company realized net interest income of approximately $1.9 million
for the three months ended March 31, 1995 compared to net interest
income realized of approximately $712 thousand for the three months
ended March 31, 1994. The increase is primarily attributable to
increased amounts of cash and cash equivalents and short-term
investments and higher average interest rates earned during the 1995
period as compared to 1994.
INCOME TAXES
The difference between the combined U.S. federal and state statutory tax
rate of approximately 40% and the effective tax rate of 22.0% for the
three months ended March 31, 1995 and 17.6% for the three months ended
March 31, 1994 is primarily the result of the utilization of the
Company's net operating losses and the application of Statement of
Financial Accounting Standards No. 109 "Accounting for Income Taxes,"
("SFAS 109"), in computing the Company's tax provision. The difference
between the effective tax rate of 22.0% in 1995 and 17.6% in 1994 is
primarily the result of a variance between the 1995 and 1994 adjustments
for realization of tax benefits for financial statement purposes in
accordance with SFAS 109 primarily due to revisions during each period
to the estimated future taxable income during the Company's loss
carryforward period. See Note 4 to the Company Consolidated Financial
Statements.
Discontinued Operations
Real Estate Operations
Following the Acquisition of the GEMS Business the Company restructured
its real estate operations. On July 6, 1993, the Company adopted a
formal plan of disposal which called for the disposal of its remaining
real estate assets (principally four parcels of undeveloped land in the
western United States).
The sales of substantially all of one of the parcels and portions of
two other parcels were completed as of March 31, 1994, with an aggregate
recognized gain in the three months ended March 31, 1994 of
approximately $163,000, net of income taxes of $87,000. The sales of
the remaining parcels were completed as of June 30, 1994.
Net cash proceeds from the sales of real estate properties amounted to
approximately $2.0 million for the three months ended March 31, 1994.
Oil and Gas Pipeline Construction Operations
In October 1993, the Company sold its interest in an oil and gas
pipeline construction business receiving approximately $3.3 million in
cash and a $3.6 million promissory note (included in other current
assets at December 31, 1994.) The $3.6 million note was paid in full in
March 1995.
Financial Condition and Liquidity
The Company's working capital at March 31, 1995 was approximately $148.2
million, including cash and cash equivalents and short-term investments
of approximately $99.6 million. Accounts receivable, inventories, and
accrued liabilities at March 31, 1995 increased from December 31, 1994
primarily as a result of the continued increase in levels of operating
activities during the three months ended March 31, 1995. During the
three months ended March 31, 1995, the Company received cash of
approximately $1.8 million from the exercise of stock options and $3.6
million from the payment in full of the note discussed above. During the three
months ended March 31, 1995, the Company spent approximately $3.8
million for capital expenditures. These expenditures were necessary in
order to provide the equipment and capacity to meet the growth of the
business.
11
<PAGE>
The Company's cash and cash equivalents consist of high-grade commercial
paper, bank certificates of deposit, U.S. Treasury bills and notes, and
repurchase agreements backed by U.S. Government securities with original
maturities of three months or less. The Company's short-term
investments are comprised of identical types of investments with the
exception that their original maturities are greater than three months,
but do not exceed one year. The Company expects to use its cash, cash
equivalents and short-term investments for working capital and other
general corporate purposes, including the expansion and development of
its existing products and markets and the expansion into complementary
businesses.
The Company believes that funds generated from continuing operations,
together with its current cash reserves and short- term investments,
will be sufficient to support the short-term and long-term liquidity
requirements for current operations (including capital expenditures).
Company management believes that, if needed, it can establish
appropriate borrowing arrangements with lending institutions.
12
<PAGE>
PART II - OTHER INFORMATION
Items 1 through 5 are inapplicable and have been omitted.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit 11 Computation of earnings per common
share for the three-month periods
ended March 31, 1995 and 1994
Exhibit 27 Financial Data Schedule. (Filed in
electronic format only. Pursuant to
Rule 402 of Regulation S-T, this
schedule shall not be deemed filed for
purposes of Section 11 of the Securities
Act of 1933 or Section 18 of the
Securities Exchange Act of 1934.)
(b) Reports on Form 8-K
During the three months ended March 31, 1995, the
Company filed a Current Report on Form 8-K dated
February 7, 1995. Under Item 5, the Company reported
that it had issued a press release on its unaudited
financial results for the year ended December 31, 1994.
Unaudited statements of operations for the three month
periods and twelve month periods ended December 31, 1994
and 1993 and certain balance sheet data at December 31,
1994 and 1993 were included.
13
<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.
Glenayre Technologies, Inc.
---------------------------
(Registrant)
/s/ Stanley Ciepcielinski
---------------------------
Stanley Ciepcielinski
Executive Vice President and
Chief Financial Officer
/s/ Billy C. Layton
-----------------------------
Billy C. Layton
Controller and
Chief Accounting Officer
Date: May 4, 1995
14
<PAGE>
Exhibit 11
GLENAYRE TECHNOLOGIES, INC.
COMPUTATION OF EARNINGS PER COMMON SHARE
In Thousands Except Per Share Amounts
(Unaudited)
<TABLE>
<CAPTION>
<S> <C> <C>
Three Months Ended March 31,
1995 1994
Income from continuing operations $13,782 $ 7,341
Income from discontinued operations -- 163
Net Income $13,782 $ 7,504
Primary Earnings Per Share:
Weighted average shares outstanding during the period 25,044 23,994
Add incremental shares from:
- 1987 Stock Option Plan 265 358
- Long-Term Incentive Plan 1,320 1,532
- Employee Stock Purchase Plan 3 1
Total 26,632 25,885
Continuing operations $ .52 $ .28
Discontinued operations -- .01
Net income per share $ .52 $ .29
Fully Diluted Earnings Per Share:
Weighted average shares outstanding during the period 25,044 23,994
Add incremental shares from:
- 1987 Stock Option Plan 267 357
- Long-Term Incentive Plan 1,353 1,530
- Employee Stock Purchase Plan 4 1
Total 26,668 25,882
Continuing operations $ .52 $ .28
Discontinued operations -- .01
Net income per share $ .52 $ .29
</TABLE>
15
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED FINANIAL STATEMENTS AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<CASH> 99,638
<SECURITIES> 0
<RECEIVABLES> 55,003
<ALLOWANCES> 0
<INVENTORY> 32,632
<CURRENT-ASSETS> 188,237
<PP&E> 20,503
<DEPRECIATION> 0
<TOTAL-ASSETS> 309,615
<CURRENT-LIABILITIES> 40,080
<BONDS> 0
<COMMON> 225,970
0
0
<OTHER-SE> 39,040
<TOTAL-LIABILITY-AND-EQUITY> 309,615
<SALES> 59,862
<TOTAL-REVENUES> 59,862
<CGS> 25,859
<TOTAL-COSTS> 25,859
<OTHER-EXPENSES> 18,242
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 17,670
<INCOME-TAX> 3,888
<INCOME-CONTINUING> 13,782
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 13,782
<EPS-PRIMARY> .52
<EPS-DILUTED> .52
</TABLE>