SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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, 1998.
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 1-10431
-------------------------------
AVX CORPORATION
Delaware 33-0379007
--------------- -------------
(State of other jurisdiction (IRS Employer ID No.)
of incorporation or organization)
801 17th Avenue South, Myrtle Beach, South Carolina 29577
(Address of principal executive offices)
(843) 448-9411
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 practicable date.
Class Outstanding at November 7, 1998
----- -------------------------------
Common Stock, par value $0.01 per share 86,530,025
<PAGE>
AVX CORPORATION
INDEX
Page Number
-----------
PART I: Financial Information
ITEM 1. Financial Statements
Consolidated Balance Sheets as of September 30, 1998 and
March 31, 1998 1
Consolidated Statements of Income for the three months ended
September 30, 1998 and 1997 and for the six months ended
September 30, 1998 and 1997 2
Consolidated Statements of Cash Flows for the six months ended
September 30, 1998 and 1997 3
Notes to Consolidated Financial Statements 4-6
ITEM 2. Management's Discussion and Analysis of Results of Operations and
Financial Condition
PART II: Other Information
Signatures
Exhibits
<PAGE>
AVX CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(dollars in thousands, except share data)
September 30, March 31,
Assets 1998 1998
(unaudited)
----------- -----------
Current assets:
Cash and cash equivalents $ 132,968 $ 201,887
Accounts receivable, net 175,197 139,812
Inventories 329,606 326,787
Deferred income taxes 20,156 20,039
Other receivables - affiliate 3,588 3,707
Prepaid and other 31,716 29,980
---------- ----------
Total current assets 693,231 722,212
Property and equipment:
Land 11,291 10,110
Buildings and improvements 142,584 123,668
Machinery and equipment 714,634 663,594
Construction in progress 53,216 44,313
---------- ----------
921,725 841,685
Accumulated depreciation (607,115) (559,431)
---------- -----------
314,610 282,254
Goodwill, net 81,406 33,479
Other assets 11,164 10,708
---------- ----------
TOTAL ASSETS $1,100,411 $1,048,653
========== ==========
Liabilities and Stockholders' Equity
Current liabilities:
Short-term debt - bank $ 25,178 $ 9,887
Current maturities of long-term debt 3,171 2,911
Accounts payable:
Trade 40,537 39,507
Affiliates 37,151 37,800
Income taxes payable 13,382 15,650
Accrued payroll and benefits 23,692 36,361
Accrued expenses 59,118 27,309
---------- ----------
Total current liabilities 202,229 169,425
Long-term debt 12,008 8,376
Deferred income taxes 9,166 8,563
Other liabilities 25,221 11,405
---------- ----------
TOTAL LIABILITIES 248,624 197,769
---------- ----------
Contingencies (Note 4)
Stockholders' equity:
Preferred stock, par value $0.01 per share:
Authorized, 20,000,000 shares; none
issued or outstanding
Common stock, par value $0.01 per share:
Authorized, 300,000,000 shares;
88,184,125 (September 1998) and
88,183,500 (March 1998) issued. 882 882
Additional paid-in capital 325,028 325,017
Retained earnings 538,908 522,410
Foreign currency translation adjustment 9,116 2,575
Less common stock in treasury, at cost:
1,279,700 shares (22,147)
---------- -----------
TOTAL STOCKHOLDERS' EQUITY 851,787 850,884
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $1,100,411 $1,048,653
========== ==========
See accompanying notes to consolidated financial statements.
<PAGE>1
AVX CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(dollars in thousands, except share data)
Three Months ended Six Months ended
September 30, September 30,
------------------ ----------------
1998 1997 1998 1997
Net sales $ 324,144 $ 329,224 $ 616,144 $ 643,031
Cost of sales 281,540 249,906 522,080 485,633
------- ------- ------- -------
Gross profit 42,604 79,318 94,064 157,398
Selling, general,
and administrative expenses 28,675 28,533 56,555 56,941
------- ------- ------- -------
Profit from operations 13,929 50,785 37,509 100,457
Other income (expense):
Interest income 1,986 2,949 4,564 5,890
Interest expense (687) (447) (1,218) (958)
Other, net (1) 723 (407) 715
------- ------- ------- -------
Income before income taxes 15,227 54,010 40,448 106,104
Provision for income taxes 4,713 17,280 12,532 34,439
------- ------- ------- -------
Net income $ 10,514 $ 36,730 $ 27,916 $ 71,665
======= ======= ======= =======
Basic and diluted Income
per share $ 0.12 $ 0.41 $ 0.32 $ 0.81
Dividends declared $ 0.065 $ 0.06 $ 0.13 $ 0.12
Weighted average number of
common shares outstanding 87,313,613 88,074,596 87,641,524 88,037,502
See accompanying notes to consolidated financial statements.
<PAGE> 2
AVX CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(dollars in thousands)
Six Months Ended September 30,
1998 1997
------------------------------
Operating Activities:
Net income $ 27,916 $ 71,665
Adjustments to reconcile net income
to net cash from operating activities:
Depreciation and amortization 45,441 41,983
Deferred income taxes 485 (1,759)
Changes in operating assets
and liabilities, net of effects
of business acquired:
Accounts receivable (13,020) (3,230)
Inventories 24,123 (38,161)
Accounts payable and accrued expenses (22,653) 17,196
Income taxes payable (2,415) 2,043
Other assets and liabilities 10,623 6,569
------- -------
Net cash from operating activities 70,500 96,306
------- -------
Investing Activities:
Purchases of property and equipment (49,520) (52,461)
Equity investments (5,300)
Business acquired, net of cash (58,027)
Other 17 67
-------- -------
Net cash used in investing activities (107,530) (57,694)
Financing Activities: -------- -------
Purchase of treasury stock (22,147)
Proceeds from issuance of debt 17,764
Repayment of debt (16,153) (84)
Dividends paid (11,418) (10,563)
Proceeds from issuance of common stock 11 4,036
-------- -------
Net cash from (used in) financing activities (31,943) (6,611)
-------- -------
Effect of exchange rate changes on cash 54 13
-------- -------
Increase (decrease) in cash and cash equivalents (68,919) 32,014
Cash and cash equivalents at beginning of period 201,887 188,574
-------- -------
Cash and cash equivalents at end of period $ 132,968 $ 220,588
======== =======
See accompanying notes to consolidated financial statements
<PAGE> 3
AVX CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
UNAUDITED
(dollars in thousands, except share data)
1. Basis of presentation:
The consolidated financial statements of AVX Corporation and subsidiaries
(the "Company" or "AVX") include the accounts of the Company and its
subsidiaries. All significant intercompany transactions and accounts have
been eliminated. In the opinion of management, the accompanying unaudited
financial statements reflect all adjustments (consisting of normal recurring
accruals) that are necessary to a fair presentation of the results for the
interim periods shown. These financial statements should be read in
conjunction with the Company's audited financial statements for the fiscal year
ended March 31, 1998.
As part of the Company's ongoing cost control measures, during the three and
six months ended September 1998, the Company reduced headcount by 6.7% and
10.9%, respectively. The costs associated with the headcount reductions are
included in the results for the period.
2. Accounts Receivable:
Accounts receivable consisted of:
September 30, March 31,
1998 1998
-------- --------
Trade receivables $207,482 $163,348
Less: allowances for doubtful accounts, sales
returns, distributor adjustments and discounts (32,285) (23,536)
-------- --------
$175,197 $139,812
======== ========
3. Inventories:
Inventories consisted of:
September 30, March 31,
1998 1998
-------- --------
Finished goods $107,996 $116,811
Work in process 113,164 114,827
Raw material and supplies 108,446 95,149
-------- --------
$329,606 $326,787
======== ========
4. Environmental Matters and Contingencies:
The Company has been named as a potentially responsible party in state and
federal administrative proceedings seeking contribution for costs associated
with the correction and remediation of environmental conditions at various
waste disposal sites. Once it becomes probable that the Company will incur
costs in connection with remediation of a site and such costs can be reasonably
estimated, the Company establishes reserves or adjusts its reserve for its
projected share of these costs. Based upon information known to the Company,
the Company had accrued approximately $3,006 at September 30, 1998 and
management believes that it has adequate reserves with respect to these
matters. Actual costs may vary from these estimated reserves, but such costs
are not expected to have material adverse effect on the Company's financial
condition or results of operations.
<PAGE> 4
AVX CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (continued)
UNAUDITED
5. New Accounting Standards:
In June 1998, the Financial Accounting Standards Board issued statement of
financial Accounting Standards No. 133, Accounting for Derivative Instruments
and Hedging Activities (SFAS No. 133). This statement establishes accounting
and reporting standards for derivative instruments, including certain
derivative instruments embedded in other contracts, and for hedging
activities. The Company will be required to adopt SFAS No. 133 for the
quarter ended June 30, 2000. Currently, the Company is evaluating this
standard and is uncertain as to the impact it will have on the Company's
consolidated financial statements.
6. Comprehensive Income:
The Company has adopted Statement of Financial Accounting Standards No. 130,
Reporting Comprehensive Income (SFAS No. 130). The statement requires
disclosure of total non-shareowner changes in equity. Total non-shareowner
changes in equity includes all changes in equity during a period except those
resulting from investments by and distributions to shareowners. The specific
components include: net income, deferred gains and losses resulting from
foreign currency translation and minimum pension liability adjustments.
The Company's total comprehensive income was $17,072, $30,460, $34,457,
$67,763 for the three month and six month periods ended September 30, 1998 and
1997, respectively. The only adjustment to net income in the periods was for
foreign currency translation adjustments.
7. Earnings Per Share:
Basic earnings per share are computed by dividing net income by the
weighted average number of shares of common stock outstanding for the period
which were 87,313,613, 88,074,596, 87,641,524 and 88,037,502 for the three and
six month periods ended September 30, 1998 and 1997, respectively.
Diluted earnings per share has been calculated by dividing net income by the
weighted average number of shares of common stock and common stock equivalents
outstanding for the period which were 87,313,613, 88,467,543, 87,650,499 and
88,311,340 and for the three months and six months ended September 30, 1998 and
1997, respectively. Stock options are the only common stock equivalents and
are therefore considered in the diluted earnings per share calculations.
Common stock equivalents are computed using the treasury stock method.
Common stock equivalents which were not included in the computation of diluted
earning per share because the option's exercise price was greater than the
average market price of the common shares were as follows:
September 30,
1998 1997
---------------
Quarter ended 809,214 0
Six months ended 544,034 2,741
<PAGE> 5
AVX CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (continued)
UNAUDITED
8. Acquisition:
On June 2, 1998, the Company purchased the passive component business of
Thomson-CSF ("TPC") for $74 million ($58 million in cash and $16 million of
assumed debt). The acquisition was accounted for as a purchase and funded
through the use of working capital. Based upon preliminary evaluations of the
fair values of the assets acquired and liabilities assumed the purchase price
exceeded the fair value of net assets acquired by approximately $50 million,
which is being amortized on a straight-line basis over 20 years. The Company is
in the process of finalizing the allocation of the purchase price to the assets
acquired and the liabilities assumed. The final allocation is expected to be
completed during the third quarter. The Company does not believe the final
purchase price allocation will have a significant effect on the reported
quarterly results of operations or financial condition. The results of
operations of TPC are included in the accompanying financial statements from
the date of acquisition.
9. Treasury shares:
In January 1998, the Company's Board of Directors approved a stock
repurchase program whereby up to 2.2 million shares of common stock may be
purchased from time to time at the discretion of management. The repurchased
shares are held as treasury stock and are available for general corporate
purposes.
10. Subsequent Event:
On October 23, 1998, the Company declared a $0.065 dividend per share of
common stock with respect to the quarter ended September 1998, payable on
November 9, 1998.
<PAGE> 6
AVX CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
Results of Operations
- ---------------------
Three Months Ended September 30, 1998 Compared to Three Months Ended
- --------------------------------------------------------------------
September 30, 1997
- ------------------
Three months ended September 30, 1998 1997
----------------------------------------------------------------
Net sales 100.0% 100.0%
Cost of sales 86.9 75.9
Gross profit 13.1 24.1
Selling, general and administrative expenses 8.8 8.7
Profit from operations 4.3 15.4
Income before income taxes 4.7 16.4
Net income 3.2 11.2
Net sales in the three months ended September 30, 1998 decreased 1.5% to
$324.1 million from $329.2 million in the three months ended
September 30, 1997. Sales for the three months ended September 30, 1998
include $27.2 million of sales from TPC, a business acquired on June 2, 1998.
Exclusive of the acquisition of TPC, sales declined 9.8%. The decrease was
attributable to a combination of factors, including lower average selling
prices, the Asian economic crisis impact on worldwide demand, the softening
in demand of the electronic component industry as customers reduce their level
of inventory and suppliers reduce their lead times, and the continued trend
toward smaller part sizes which traditionally have lower average selling prices.
Partially offsetting these decreases was the continued growth of Advanced and
Connector products.
Gross profit in the three months ended September 30, 1998 decreased to
$42.6 million (13.1% of net sales) from $79.3 million (24.1% of net sales) in
the three months ended September 30, 1997. The decrease in gross profit as a
percentage of net sales can be attributed to the steep decline in selling
prices, the rising cost of palladium, a principle raw material used in the
manufacture of ceramic capacitors, and lower throughput, which negatively
impacts cost absorption, as a result of the soft demand and intentional
reduction in the Company's inventory levels. Partially offsetting the effects
of lower sales prices and volumes were lower product costs due to continued
efficiencies and improvements in production processes, as well as the impact of
relatively higher sales of better margin Advanced and Connector products. The
results in 1997 were negatively impacted by a temporary halt in production in
the Czech Republic facility as a result of floods.
Selling, general and administrative expenses in the three months ended
September 30, 1998 remained stable at $28.7 million (8.8% of net sales)
compared with $28.5 million (8.7% of net sales) in the three months ended
September 30, 1997.
As part of the Company's ongoing cost control measures, during the three
months ended September 1998, the Company reduced headcount by 6.7%. This
decrease, coupled with earlier reductions, is expected to save the Company $30
million annually. The costs associated with the headcount reductions are
included in the results for the period.
As a result of the above factors, profit from operations in the three
months ended September 30, 1998 decreased to $13.9 million from $50.8 million
in the three months ended September 30, 1997.
<PAGE> 7
AVX CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION - (continued)
For the reasons set forth above, higher interest income on invested
cash in 1997 and a $900 thousand dividend from a nonmarketable equity
investment in 1997, net income in the three months ended September 30, 1998
decreased to $10.5 million (3.2% of net sales) from $36.7 million (11.2% of net
sales) in the three months ended September 30, 1997.
Six Months Ended September 30, 1998 Compared to Six Months Ended
- ----------------------------------------------------------------
September 30, 1997
- ------------------
Six months ended September 30, 1998 1997
-----------------------------------------------------------------
Net sales 100.0% 100.0%
Cost of sales 84.7 75.5
Gross profit 15.3 24.5
Selling, general and administrative expenses 9.2 8.9
Profit from operations 6.1 15.6
Income before income taxes 6.6 16.5
Net income 4.5 11.1
Net sales in the six months ended September 30, 1998 decreased 4.2% to
$616.1 million from $643.0 million in the six months ended September 30, 1997.
Sales for the six months ended September 30, 1998 include $36.6 million of
sales from TPC, a business acquired on June 2, 1998. Exclusive of the
acquisition of TPC sales declined 9.9%. The decrease was attributable to a
combination of factors, including lower average selling prices, the Asian
economic crisis impact on worldwide demand, the softening in demand of the
electronic component industry as customers reduce their level of inventory and
suppliers reduce their lead times, and the continued trend toward smaller part
sizes which traditionally have lower average selling prices. Partially
offsetting these decreases was the continued growth of Advanced and Connector
products.
Gross profit in the six months ended September 30, 1998 decreased to $94.1
million (15.3% of net sales) from $157.4 million (24.5% of net sales) in the
six months ended September 30, 1997. The decrease in gross profit as a
percentage of net sales can be attributed to the steep decline in selling
prices, the rising cost of palladium, a principle raw material used in the
manufacture of ceramic capacitors, and lower throughput, which negatively
impacts cost absorption, as a result of the soft demand and the intentional
reduction in the Company's inventory levels. Partially offsetting the effects
of lower sales prices and volumes were lower product costs due to continued
efficiencies and improvements in production processes, as well as the impact of
relatively higher sales of better margin Advanced and Connector products.
Selling, general and administrative expenses in the six months ended
September 30, 1998 were $56.6 million (9.2% of net sales) compared with $56.9
million (8.9% of net sales) in the six months ended September 30, 1997.
Selling, general, and administrative expenses as a percent of sales, increased
0.3% (9.2% vs. 8.9%). The increase is primarily attributable to lower sales.
<PAGE> 8
AVX CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION - (continued)
As part of the Company's ongoing cost control measures, during the six
months ended September 1998 the Company reduced headcount by 10.9%. This
decrease is expected to save the Company $30 million annually. The costs
associated with the headcount reductions are included in the results for the
period.
As a result of the above factors, profit from operations in the six months
ended September 30, 1998 decreased to $37.5 million from $100.5 million in the
six months ended September 30, 1997.
For the reasons set forth above, higher interest income on invested cash in
1997 and a $900 thousand dividend from a nonmarketable equity investment in
1997, net income in six months ended September 30, 1998 decreased to $27.9
million (4.5% of net sales) from $71.7 million (11.1% of net sales) in the six
months ended September 30, 1997.
<PAGE> 7
Liquidity and Capital Resources
-------------------------------
The Company's liquidity needs arise primarily from working capital
requirements, dividends, capital expenditures and acquisitions. Historically,
the Company has satisfied its liquidity requirements through internally
generated funds. As of September 30, 1998, the Company had a current ratio of
3.4 to 1, $132.9 million of cash and cash equivalents, $851.8 million of
stockholders' equity and an insignificant amount of long-term debt.
Net cash from operating activities was $70.5 million in the six months ended
September 30, 1998 compared to $96.3 million in the six months ended
September 30, 1997. Lower earnings before depreciation and amortization offset
by the Company's control over the growth of working capital contributed to the
decrease.
Purchases of property and equipment were $49.5 million in the six month
period ended September 30, 1998 and $52.5 million in the six month period ended
September 30, 1997. Expenditures for both periods were primarily for expanding
production capabilities of the tantalum and ceramic surface-mount and advanced
product lines in North America and Europe.
On June 2, 1998, the Company purchased the passive component business of
Thomson-CSF ("TPC") for $74.0 million, including the assumption of debt. The
Company's net cash outlay was $58.0 million during the six months ended
September 30, 1998.
During the six month period ended September 30, 1997 the Company invested
$5.3 million in a research and development company (Electro-Chemical Research
Ltd. "ECR"). ECR has developed and patented a technology for high capacity
electrical storage devices.
In accordance with the Company's stock repurchase program, the Company
purchased 1,279,700 shares at a cost of $22.1 million. The repurchased shares
are held as treasury stock and are available for general corporate purposes.
<PAGE> 9
AVX CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION - (continued)
Based on the financial condition of the Company as of September 30, 1998,
management believes that cash on hand and expected to be generated from
operating activities will be sufficient to satisfy the Company's anticipated
financing needs for working capital, capital expenditures, research and
development expenses and any dividends to be paid in the foreseeable future.
Impact of the Year 2000 Issue
-----------------------------
The Year 2000 Issue concerns the inability of information systems to properly
recognize and process date-sensitive information beyond January 1, 2000. The
Company has determined that it will be required to modify or replace some of
its hardware and software so that those systems will properly utilize dates
beyond December 31, 1999. However, if such modifications and replacements are
not made, or are not completed on a timely basis, the Year 2000 Issue could
have a material impact on the operations of the Company.
The Company's plan to resolve the Year 2000 Issue involves four phases:
assessment, remediation, testing and implementation. The Company has completed
its assessment of all major systems that could be affected by the Year 2000
Issue. The assessment indicated that most of the Company's significant
systems, such as Customer order, Manufacturing and Accounting systems,
could be affected.
For its information technology systems, the Company is currently 70%
complete with the remediation phase for all major systems and expects to
complete software reprogramming and replacement no later than the quarter ended
March 1999. After completing the reprogramming and replacement of software, the
Company plans call for testing and implementing it's information technology
systems. The Company has completed 50% of its testing and has implemented 30%
of its remediated systems. The testing and remediation of all systems is
expected to be completed by the quarter ended June 1999.
For operating equipment systems, the Company is currently 80% complete with
the remediation phase of the resolution process. The Company has completed 70%
of its testing and has implemented 70% of its remediated equipment. The testing
and remediation of all equipment systems is expected to be completed by the
quarter ended June 1999.
The Company has queried its important raw material and service suppliers
relative to their resolution of the year 2000 issue. The Company is not aware
of any supplier problems that would materially impact results of operations,
liquidity or capital resources. The Company has no means of ensuring that these
entities will be Year 2000 ready. If important suppliers or customers are
unable to complete their Year 2000 resolution it could materially impact the
Company.
The Company does not yet have a comprehensive contingency plan with respect
to the Year 2000 Issue, but intends to establish such a plan in the near future
as part of its ongoing Year 2000 effort.
<PAGE> 10
AVX CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION - (continued)
The Company is using both internal and external resources to reprogram, or
replace, test and implement the software and operating equipment for Year 2000
modifications. The total cost of the Year 2000 project is estimated at
$5.0 million and is being funded through operating cash flows. The Company has
incurred approximately $ 1.7 million ($ 0.5 million expensed and $ 1.2 million
capitalized for new systems and equipment), related to all phases of the Year
2000 project.
Of the remaining project costs, approximately $1.9 million is attributable
to the purchase of new software and operating equipment, which will be
capitalized. The remaining $1.3 million relates to remediation of hardware and
software and will be expensed as incurred.
The Company's plan to complete the Year 2000 modifications discussed above
are based on management's best estimates, which were derived utilizing numerous
assumptions of future events, including the continued availability of certain
resources and other factors. Estimates on the status of completion and the
expected completion dates are based on costs incurred to date compared to total
expected costs. However, there can be no guarantee that these estimates will be
achieved and actual results could differ materially from those plans.
Cautionary Statement Pursuant to Safe Harbor Provisions of the Private
Securities Litigation Reform Act of 1995
This report may contain "forward-looking" information within the meaning of
the federal securities laws. The forward-looking information may include, among
other information, statements concerning the Company's outlook for fiscal 1999,
overall volume and pricing trends, cost reduction strategies and their
anticipated results, and expectations for research, capital expenditures and
Year 2000 expectations. There may also be other statements of expectations,
beliefs, future plans and strategies, anticipated events or trends, and similar
expressions concerning matters that are not historical facts. The forward-
looking information and statements in this report are subject to risks and
uncertainties that could cause actual results to differ materially from those
expressed in or implied by the information or statements.
<PAGE> 11
Part II: Other Information
Item 1. Legal Proceedings.
None.
Item 2. Change 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:
None.
(b) Reports on Form 8-K.
None.
Signatures
<PAGE> 12
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.
Date: November 9, 1998
AVX Corporation
/s/ Donald B. Christiansen
---------------------------
Donald B. Christiansen
Chief Financial Officer,
Senior Vice President and
Treasurer
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