UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended March 31, 1996
Commission file Number 0-16195
II-VI INCORPORATED
(Exact name of registrant as specified in its charter.)
PENNSYLVANIA 25-1214948
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
375 Saxonburg Boulevard
Saxonburg, PA 16056 16056
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(412) 352-4455
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
issuer's classes of common stock, as of the latest practical
date:
At May 1, 1996, 6,304,578 shares of Common Stock, no par
value, of the registrant were outstanding.
II-VI INCORPORATED AND SUBSIDIARIES
___________________________________
INDEX
_____
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
PART 1 FINANCIAL INFORMATION
Item 1. Financial Statements.
Independent Accountants' Report . . . . . . . . 3
Condensed Consolidated Balance Sheets -
March 31, 1996, and June 30, 1995 . . . . . . . 4
Condensed Consolidated Statements of Earnings -
Three and nine months ended March 31, 1996
and 1995. . . . . . . . . . . . . . . . . . . . 5
Condensed Consolidated Statements of
Shareholders' Equity - Three and nine months
ended March 31, 1996. . . . . . . . . . . . . . 6
Condensed Consolidated Statements of
Cash Flows - Nine months ended March 31, 1996
and 1995. . . . . . . . . . . . . . . . . . . . 7
Notes to Condensed Consolidated
Financial Statements. . . . . . . . . . . . . . 8
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations . 11
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K. . . . . . . . 12
</TABLE>
2
[LOGO OF ALPERN, ROSENTHAL & COMPANY]
Certified Public Accountants
Warner Centre, Suite 400 . 332 Fifth Avenue .
Pittsburgh, Pennsylvania 15222-2413
(412) 281-2501 . Fax (412) 471-1996
Independent Accountants' Report
[LOGO OF ALPERN, ROSENTHAL & COMPANY]
Certified Public Accountants
Warner Centre, Suite 400 . 332 Fifth Avenue .
Pittsburgh, Pennsylvania 15222-2413
(412) 281-2501 . Fax (412) 471-1996
To the Board of Directors and
Shareholders of II-VI Incorporated
Saxonburg, Pennsylvania
We have reviewed the accompanying condensed consolidated
balance sheet of II-VI Incorporated and Subsidiaries as of
March 31, 1996, and the related condensed consolidated
statements of earnings, shareholders' equity and cash flows for
the three and nine month periods ended March 31,1996 and 1995.
These financial statements are the responsibility of the Company's
management.
We conducted our review in accordance with standards
established by the American Institute of Certified Public
Accountants. A review of interim financial information consists
principally of applying analytical procedures to financial data
and of making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an
audit conducted in accordance with generally accepted auditing
standards, the objective of which is the expression of an opinion
regarding the financial statements taken as a whole. Accordingly,
we do not express such an opinion.
Based on our review, we are not aware of any material
modifications that should be made to such condensed consolidated
financial statements for them to be in conformity with generally
accepted accounting principles.
We have previously audited, in accordance with generally
accepted auditing standards, the consolidated balance sheets of
II-VI Incorporated and Subsidiaries as of June 30, 1995, and the
related consolidated statements of earnings, shareholders' equity
and cash flows for the year then ended (not presented herein); and
in our report dated August 19, 1995, we expressed an unqualified
opinion on those consolidated financial statements. In our
opinion, the information set forth in the accompanying condensed
consolidated balance sheet as of June 30, 1995 is fairly stated,
in all material respects, in relation to the consolidated balance
sheet from which it has been derived.
Alpern, Rosenthal & Company
April 17, 1996
A Professional Corporation
- ----------------------------------------------------------------
Members American and Pennsylvania
Institutes of Certified Public Accountants
Accounting Firms Associated, inc.
Member Firms in Principal Cities
<TABLE>
<S> <C>
Irving P. Rosenthal, CPA Deborah H. Wells, CPA
Michael H. Levin, CPA Fred M. Rock, CPA
Harvey A. Pollack, CPA Sean M. Brennan, CPA
Fred J. Morelli, Jr., CPA Alexander Paul, CPA
Edward F. Rockman, CPA Michael E. Forgas, CPA
Emanuel V. DiNatale, CPA Joel M. Rosenthal, CPA
</TABLE>
3
PART I. - FINANCIAL INFORMATION
Item 1. Financial Statements
________________________________________________
II-VI Incorporated and Subsidiaries
Condensed Consolidated Balance Sheets (Unaudited)
($000 except per share data)
<TABLE>
<CAPTION>
March 31, 1996 June 30, 1995
______________ _____________
<S> <C> <C>
ASSETS
Current Assets
Cash and equivalents $ 8,233 $ 3,822
Accounts receivable
- less allowance for doubtful
accounts of $253 in March 1996
and $261 in June 1995 7,759 5,412
Inventories 5,116 4,165
Deferred income taxes 371 309
Prepaid and other current assets 426 376
______ ______
Total Current Assets 21,905 14,084
Property, Plant and Equipment, net 14,696 9,892
Goodwill, net 2,207 -
Other Assets, net 2,373 391
______ ______
$41,181 $24,367
====== ======
</TABLE>
<TABLE>
<CAPTION>
LIABILITIES AND SHAREHOLDERS' EQUITY
<S> <C> <C>
Current Liabilities
Notes payable $ 1,553 $ -
Accounts payable - trade 1,045 835
Accrued salaries, wages and bonuses 2,299 2,114
Income taxes payable 409 585
Accrued profit sharing contribution 399 278
Other current liabilities 786 1,027
Current portion of long-term debt 23 373
______ ______
Total Current Liabilities 6,514 5,212
Long Term Debt--less current portion 143 1,190
Deferred Income Taxes 1,761 967
Commitments & Contingencies
Shareholder's Equity
Preferred stock, no par value;
authorized - 5,000,000 shares;
unissued - -
Common stock, no par value;
authorized - 30,000,000 shares;
issued - 6,689,018 shares at
3/31/96 and 5,669,987 at
6/30/95 16,944 4,485
Cumulative translation adjustment 71 (17)
Retained Earnings 16,509 13,660
_______ _______
33,524 18,128
Less treasury stock, at cost -
384,440 shares at 3/31/96 and
570,623 at 6/30/95. 761 1,130
_______ _______
32,763 16,998
_______ _______
$41,181 $24,367
======= =======
</TABLE>
[FN]
All share data reflects the two-for-one stock split which was
effected as of the close of business September 6, 1995.
- -See notes to condensed consolidated financial statements.
4
II-VI Incorporated and Subsidiaries
Condensed Consolidated Statements of Earnings (Unaudited)
($000 except per share data)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
March 31, March 31,
__________________ _________________
1996 1995 1996 1995
______ ______ ______ ______
<S> <C> <C> <C> <C>
Revenues
Net Sales:
Domestic $5,421 $4,407 $13,734 $ 9,470
International 4,233 3,248 11,595 9,016
______ ______ _______ ______
9,654 7,655 25,329 18,486
Contract research and
development 418 373 785 892
______ ______ ______ ______
10,072 8,028 26,114 19,378
______ ______ ______ ______
Costs, Expenses &
Other Income
Cost of goods sold 5,481 4,663 14,512 11,022
Contract research and
development 284 261 548 712
Internal research and
development 154 85 440 337
Selling, general and
administrative expenses 2,610 1,989 6,893 5,059
Interest and other expense
- net (83) (62) (206) (66)
______ ______ ______ ______
8,446 6,936 22,187 17,064
______ ______ ______ ______
Earnings Before Income Taxes 1,626 1,092 3,927 2,314
Income Tax Expense 417 312 1,078 629
______ ______ ______ ______
Net Earnings $1,209 $ 780 $2,849 $1,685
====== ====== ====== ======
Earnings Per Share $ 0.18 $ 0.15 $ 0.47 $ 0.32
====== ====== ====== ======
</TABLE>
[FN]
All share data reflects the two-for-one stock split which was
effected as of the close of business September 6, 1995.
- -See notes to condensed consolidated financial statements.
5
II-VI Incorporated and Subsidiaries
Condensed Consolidated Statement of Shareholders' Equity (Unaudited)
(000)
<TABLE>
<CAPTION>
Common Stock Cumulative Treasury Stock
_____________ Translation Retained ________________
Shares Amount Adjustment Earnings Shares Amount Total
______ ______ __________ ________ ______ ________ _______
<S> <C> <C> <C> <C> <C> <C> <C>
Balance--July 1, 1995 5,670 $ 4,485 $ (17) $ 13,660 (571) $(1,130) $16,998
Shares issued under
stock option plan 15 51 - - - - 51
Net earnings
for the quarter - - - 806 - - 806
Translation
adjustment - - 61 - - - 61
_____ _______ _______ ________ ______ ________ _______
Balance--
September 30, 1995 5,685 $ 4,536 $ 44 $ 14,466 (571) $(1,130) $17,916
Shares issued under
stock option plan 1 6 - - - - 6
Shares issued under
second offering 1,000 10,940 - - - - 10,940
Net earnings
for the quarter - - - 834 - - 834
Translation
adjustment - - 14 - - - 14
_____ _______ _______ ________ ______ ________ _______
Balance--
December 31, 1995 6,686 $15,482 $ 58 $ 15,300 (571) $(1,130) $29,710
Shares issued for
purchase of
Lightning Optical - 1,469 - - 187 369 1,838
Shares issued under
second offering - (11) - - - - (11)
Shares issued under
stock option plan 3 4 - - - - 4
Net earnings for the
quarter - - - 1,209 - - 1,209
Translation adjustment - - 13 - - - 13
_____ _______ _______ ________ ______ ________ _______
Balance--
March 31, 1996 6,689 $16,944 $ 71 $ 16,509 (384) $ (761) $32,763
===== ======= ======= ======== ====== ======== =======
<FN>
All share data reflects the two-for-one stock split which was effected as of the close
of business September 6, 1995.
- -See notes to condensed consolidated financial statements.
</TABLE>
6
II-VI Incorporated and Subsidiaries
Condensed Consolidated Statements of Cash Flows (Unaudited)
($000)
<TABLE>
<CAPTION>
Nine Months Ended
March 31 ,
___________________
1996 1995
_______ _______
<S> <C> <C>
Cash Flows from Operating Activities
Net Earnings $ 2,849 $ 1,685
Adjustments to reconcile
net earnings to net cash
provided by operating activities:
Depreciation and amortization 1,801 1,519
Loss on sale of assets - 17
(Gain) on foreign currency
transactions (4) (19)
Deferred income taxes (16) 172
Increase (decrease) in cash
from changes in:
Accounts receivable (1,471) (1,187)
Inventories (910) (219)
Accounts payable 353 125
Accrued salaries, wages and bonuses (277) 589
Accrued profit sharing contribution 21 105
Income taxes payable (344) 125
Other operating net assets (483) 122
_______ _______
Net cash provided by
operating activities 1,519 3,034
_______ _______
Cash Flows from Investing Activities
Additions to property and equipment (5,194) (1,332)
Payment for purchase of Virgo Optics,
net of cash acquired - (2,353)
Payment for purchase of Lightning Optical,
net of cash acquired (1,989) -
Additions to other assets - (69)
_______ _______
Net cash used in investing activities (7,183) (3,754)
_______ _______
Cash Flows from Financing Activities
Net change in notes payable (519) 1,521
Proceeds from long-term borrowings - 108
Payments on long-term borrowings (396) (275)
Proceeds from sale of common stock 10,990 85
Purchase of treasury stock - (31)
_______ _______
Net cash provided by financing
activities 10,075 1,408
_______ _______
Net increase in cash and equivalents 4,411 688
Cash and Equivalents at
Beginning of period 3,822 1,734
_______ _______
Cash and Equivalents at
End of period $ 8,233 $ 2,422
======= =======
</TABLE>
[FN]
- -See notes to condensed consolidated financial statements.
7
II-VI Incorporated and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
Note A - Basis of Presentation
_____________________
The condensed consolidated financial statements for the three
and nine month periods ended March 31, 1996 and 1995 are
unaudited. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary
for a fair presentation for the periods presented have been
included. These interim statements should be read in conjunction
with the audited consolidated financial statements and footnotes
thereto contained in the Company's Annual Report as filed as an
exhibit to the Company's Form 10-K Annual Report dated
October 3, 1995 filed with the Securities and Exchange Commission.
The consolidated results of operations for the three and nine
month periods ended March 31, 1996 and 1995 are not necessarily
indicative of the results to be expected for the full year.
Note B - Inventories ($000)
_________________
The components of inventories are as follows:
<TABLE>
<CAPTION>
March 31, June 30,
1996 1995
___________ _________
<S> <C> <C>
Raw Materials $ 2,054 $ 1,750
Work in Progress 1,342 1,348
Finished Goods 1,720 1,067
___________ _________
$ 5,116 $ 4,165
=========== =========
</TABLE>
Note C - Property, Plant and Equipment ($000)
____________________________________
Property, plant and equipment consist of the following:
<TABLE>
<CAPTION>
March 31, June 30,
1996 1995
_________ _______
<S> <C> <C>
Land and land improvements $ 502 $ 307
Buildings and improvements 7,088 4,258
Machinery and equipment 21,788 17,486
_________ _______
29,378 $22,051
Less accumulated depreciation 14,682 12,159
________ _______
$14,696 $ 9,892
======== =======
</TABLE>
8
II-VI Incorporated and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
Note D - Stock Split
___________
On August 16, 1995, the Board of Directors declared a two-
for-one split of II-VI's common stock which was distributed to
shareholders of record on August 30, 1995, effective at the close
of business September 6, 1995. All per share amounts included in
the condensed consolidated financial statements and notes are based
on the increased number of shares giving retroactive effect to the
stock split, unless otherwise noted.
Note E - Stock Offering
______________
On October 20, 1995, a registration statement on Form S-3
covering the public offering of 1,000,000 shares was declared
effective by the Securities and Exchange Commission, with the
shares sold to the public at $12.00 per share.
Note F - Note Payable
____________
On January 9, 1996 the Company's Japan subsidiary borrowed
$761,000 from a Japanese bank. The debt is payable in equal
installments over a sixteen month period. The current
interest rate at March 31, 1996 is 2.125%.
Note G - Acquisition
___________
On February 22, 1996 the Company acquired 100% of the
outstanding capital stock of Lightning Optical Corporation. The
purchase price consisted of cash and 186,183 shares of II-VI
Incorporated common stock. These shares were valued at $9.875 at
the time of purchase. The allocation of the purchase price was as
follows:
Accounts receivable $ 1,125,000
Inventory 227,000
Property, Plant & Equipment 1,381,000
Goodwill 2,219,000
Other intangible assets 2,000,000
Other assets 48,000
___________
7,000,000
Current liabilities (2,059,000)
Long-term debt (320,000)
Other long-term liabilities (794,000)
___________
Purchase price,
net of cash acquired $ 3,827,000
===========
The following pro forma financial information is based upon
the historical financial statements of the Registrant and
Lightning Optical Corporation, adjusted to give effect to the
acquisition of 100% of the outstanding capital stock of Lightning
Optical. This information assumes that such events occurred on
the first day of the Registrant's 1995 fiscal year (July 1, 1994).
Nine Months Ended
March 31,
_________________________
1996 1995
____ ____
Revenues $ 30,125 $ 23,209
Net Earnings 3,454 1,984
Earnings Per Share 0.55 0.37
10
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
_________________________________________________
CONDITION AND RESULTS OF OPERATIONS
___________________________________
Results of Operations
_____________________
Net earnings for the third fiscal quarter of 1996, ended
March 31, 1996, were $1,209,000 ($0.18 per share) on revenues of
$10,072,000. This compares to net earnings of $780,000 ($0.15 per
share) on revenues of $8,028,000 in the third quarter of fiscal
1995. For the nine months ended March 31, 1996, net earnings were
$2,849,000 ($0.47 per share) on revenues of $26,114,000. This
compares with net earnings of $1,685,000 ($0.32 per share) on
revenues of $19,378,000 for the same period last fiscal year.
The increase in the quarter's net earnings is primarily due to
improved revenues in all of the Company's markets. The year-to-date
increase in earnings is attributable to the acquisition of Virgo
Optics on December 29, 1994, improved gross margins due to lower per
unit operating costs, and increased international demand for the
Company's products.
Order bookings for the third quarter were $11,288,000 compared
to $8,011,000 for the same period last fiscal year, an increase of
41%. This increase is attributable to a $2.3 million DARPA R&D
contract awarded during the quarter, the addition of Lightning
Optical Corporation and increased activity in the domestic
military market. Year-to-date order bookings increased by
44% to $29,857,000 from $20,709,000 in last fiscal year. This
improvement is attributable mainly to the addition of the Virgo
Optics and Lightning Optical divisions, the DARPA R&D contract,
and increased demand in the international and domestic industrial
market.
Manufacturing gross margin for the quarter was $4,173,000 or
43% of revenues compared to $2,992,000 or 39% of revenues for the
third quarter of fiscal 1995. Manufacturing gross margin year-to-
date was $10,817,000 or 43% of revenues compared to $7,464,000 or
40% of revenues in fiscal 1995. The increase in gross margin
percentage for the quarter and year-to-date reflects lower per unit
operating costs associated with increased volume.
Selling, General and Administrative expenses for the quarter
were $2,610,000 or 26% of revenues compared to $1,989,000 or 25%
of revenues for last fiscal year's third quarter. Selling, General
and Administrative expenses year-to-date were $6,893,000 or 26% of
revenues compared to $5,059,000 or 26% of revenues in fiscal 1995.
The increase in expense for the quarter and year-to-date is
attributable to higher compensation expense associated with the
Company's world-wide profit driven bonus programs and expenses
incurred at the Virgo Optics and Lightning Optical Divisions.
The Company's year-to-date effective income tax rate is 27%,
the same as last fiscal year's first nine month period.
11
Liquidity and Capital Resources
_______________________________
Cash increased during the first nine months of fiscal 1996 by
$4,411,000 due primarily to $10,990,000 in net proceeds from the
October public stock offering and cash generated from operations
of $1,519,000 being offset by $5,194,000 in capital expenditures,
the purchase of Lightning Optical Corporation, and the payoff of
loans acquired as part of Lightning Optical Corporation purchase.
The capital expenditures focused on manufacturing facility
expansion and process automation.
The cash generated from operations was a result of net
earnings before depreciation of $4,650,000 being offset mostly by
increased accounts receivable and inventory levels required by the
increased sales volume.
The purchase of Lightning Optical Corporation resulted in
goodwill being recorded of $2,219,000. The recoverability of this
goodwill is based on the projection of future cash flows.
The current cash balance will be used for working capital
needs, further capital expenditures, and possible acquisitions of
complementary businesses, products or technologies.
PART II - OTHER INFORMATION
___________________________
Item 6. EXHIBITS AND REPORTS ON FORM 8-K.
_______ _________________________________
(a) Exhibits.
_________
10.01 First Amendment to the II-VI Incorporated
Amended and Restated Employees' Stock
Purchase Plan. . . . . . . . . . Filed herewith.
15.01 Accountant's acknowledgment letter dated
May 3, 1996. . . . . . . . . . . Filed herewith.
27.01 Financial Data Schedule . . . . Filed herewith.
(b) Reports on Form 8-K.
____________________
On March 7, 1996, the Registrant filed a Report on
Form 8-K for the event dated February 22, 1996, covering
Items 2 and 7 thereof.
12
SIGNATURES
Pursuant to the requirement of the Securities Exchange Act of
1934, the registrant has duly cause this report to be signed on its
behalf by the undersigned thereunto duly authorized.
II-VI INCORPORATED
Registrant
May 6, 1996 By: /s/ Carl J. Johnson
Date ____________________________________
Carl J. Johnson
Chairman and Chief Executive Officer
May 6, 1996 By: /s/ James Martinelli
Date ___________________________________
James Martinelli
Treasurer & Chief Financial Officer
13
EXHIBIT INDEX
_____________
Exhibit No.
___________
10.01 First Amendment to the II-VI Incorporated
Amended and Restated Employees' Stock
Purchase Plan................................Filed herewith.
15.01 Accountant's acknowledgment letter dated
May 3, 1996..................................Filed herewith.
27.01 Financial Data Schedule......................Filed herewith.
14
EXHIBIT 10.01
FIRST AMENDMENT
TO THE
II-VI INCORPORATED
AMENDED AND RESTATED
EMPLOYEE'S STOCK PURCHASE PLAN
ADOPTED AND APPROVED this 2nd day of February, 1996, but
effective as of February 1, 1996.
WHEREAS, II-VI INCORPORATED (hereinafter, "II-VI")
established the II-VI INCORPORATED EMPLOYEES' STOCK PURCHASE PLAN
(hereinafter, "Plan") on January 1, 1974;
WHEREAS, the Plan was amended and restated by II-VI in October
1982 and again in October 1987;
WHEREAS, II-VI desires to further amend the Plan in certain
respects;
NOW, THEREFORE, pursuant to the power reserved in Section 16
of the Plan, II-VI, intending to be legally bound, hereby amends the
Plan as follows:
FIRST: Subparagraph (f) of Section 2 of the Plan is hereby
deleted and shall be replaced by the the following new subparagraph:
"(f) 'Employee' shall mean any person, including
any officer or director, who is employed by II-VI or
employed by any subsidiary corporation owned and
controlled by II-VI."
SECOND: In all other respects, the Plan is ratified,
confirmed and approved.
EXHIBIT 15.01
[LOGO OF ALPERN, ROSENTHAL & COMPANY]
Certified Public Accountants
Warner Centre, Suite 400 . 332 Fifth Avenue .
Pittsburgh, Pennsylvania 15222-2413
(412) 281-2501 . Fax (412) 471-1996
To the Board of Directors and
Shareholders of II-VI Incorporated
Saxonburg, Pennsylvania
We have made a review, in accordance with standards
established by the American Institute of Certified Public
Accountants, of the unaudited interim financial information
of II-VI Incorporated and Subsidiaries for the periods
ended March 31, 1996 and 1995, as indicated in our report
dated April 17, 1996; because we did not perform an audit,
we expressed no opinion on that information.
We are aware that our report referred to above, which is
included in your Quarterly Report on Form 10-Q for the quarter
ended March 31, 1996, is incorporated by reference in
Registration Statements No. 33-19511, No. 33-38019 and
No. 33-19510 on Form S-8, and No. 33-63739 on Form S-3.
We also are aware that the aforementioned report, pursuant
to Rule 436(c) under the Securities Act of 1933, is not
considered a part of the Registration Statement prepared or
certified by an accountant or a report prepared or certified
by an accountant with the meaning of Sections 7 and 11 of
that Act.
Alpern Rosenthal & Company
May 3, 1996
A Professional Corporation
- ----------------------------------------------------------------
Members American and Pennsylvania
Institutes of Certified Public Accountants
Accounting Firms Associated, inc.
Member Firms in Principal Cities
<TABLE>
<S> <C>
Irving P. Rosenthal, CPA Deborah H. Wells, CPA
Michael H. Levin, CPA Fred M. Rock, CPA
Harvey A. Pollack, CPA Sean M. Brennan, CPA
Fred J. Morelli, Jr., CPA Alexander Paul, CPA
Edward F. Rockman, CPA Michael E. Forgas, CPA
Emanuel V. DiNatale, CPA Joel M. Rosenthal, CPA
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-START> JUL-01-1995
<PERIOD-END> MAR-31-1996
<CASH> 8,233
<SECURITIES> 0
<RECEIVABLES> 8,012
<ALLOWANCES> 253
<INVENTORY> 5,116
<CURRENT-ASSETS> 21,905
<PP&E> 29,378
<DEPRECIATION> 14,682
<TOTAL-ASSETS> 41,181
<CURRENT-LIABILITIES> 6,514
<BONDS> 143
0
0
<COMMON> 16,944
<OTHER-SE> 15,819
<TOTAL-LIABILITY-AND-EQUITY> 41,181
<SALES> 26,114
<TOTAL-REVENUES> 26,114
<CGS> 15,060
<TOTAL-COSTS> 15,060
<OTHER-EXPENSES> 7,127
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 3,927
<INCOME-TAX> 1,078
<INCOME-CONTINUING> 2,849
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,849
<EPS-PRIMARY> .47
<EPS-DILUTED> .0
</TABLE>