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 December 31, 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 February 7, 1999
----- -------------------------------
Common Stock, par value $0.01 per share 86,405,025
<PAGE>
AVX CORPORATION
INDEX
Page Number
-----------
PART I: Financial Information
ITEM 1. Financial Statements
Consolidated Balance Sheets as of December 31, 1998 and
March 31, 1998 1
Consolidated Statements of Income for the three months ended
December 31, 1998 and 1997 and for the nine months ended
December 31, 1998 and 1997 2
Consolidated Statements of Cash Flows for the nine months ended
December 31, 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)
December 31, 1998 March 31, 1998
Assets (unaudited)
Current assets: -----------
Cash and cash equivalents $ 163,098 $ 201,887
Accounts receivable, net 153,509 139,812
Inventories 307,246 326,787
Deferred income taxes 20,106 20,039
Other receivables - affiliates 4,191 3,707
Prepaid and other 34,585 29,980
--------- ---------
Total current assets 682,735 722,212
Property and equipment, net 313,557 282,254
Goodwill, net 80,267 33,479
Other assets 11,178 10,708
--------- ---------
TOTAL ASSETS $1,087,737 $1,048,653
========= =========
Liabilities and Stockholders' Equity
Current liabilities:
Short-term debt - bank $ 22,111 $ 9,887
Current maturities of long-term debt 3,173 2,911
Accounts payable:
Trade 46,162 39,507
Affiliates 33,847 37,800
Income taxes payable 9,888 15,650
Accrued payroll and benefits 22,914 36,361
Accrued expenses 56,372 27,309
--------- ---------
Total current liabilities 194,467 169,425
--------- ---------
Long-term debt 13,776 8,376
Deferred income taxes 10,323 8,563
Other liabilities 23,531 11,405
--------- ---------
TOTAL LIABILITIES 242,097 197,769
--------- ---------
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 (December 1998) and
88,183,500 (March 1998) issued. 882 882
Additional paid-in capital 325,028 325,017
Retained earnings 539,335 522,410
Foreign currency translation adjustment 7,908 2,575
Less common stock in treasury, at cost:
1,654,100 shares (27,513)
--------- ---------
TOTAL STOCKHOLDERS' EQUITY 845,640 850,884
--------- ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $1,087,737 $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 Nine Months ended
December 31, December 31,
------------------ -----------------
1998 1997 1998 1997
Net sales $310,718 $319,651 $926,862 $962,682
Cost of sales 273,804 245,478 795,884 731,111
------- ------- ------- -------
Gross profit 36,914 74,173 130,978 231,571
Selling, general,
and administrative expenses 29,450 27,727 86,005 84,668
------- ------- ------- -------
Profit from operations 7,464 46,446 44,973 146,903
Other income (expense):
Interest income 1,640 2,858 6,204 8,748
Interest expense (492) (480) (1,710) (1,438)
Other, net 420 (469) 13 246
------- ------- ------- -------
Income before income taxes 9,032 48,355 49,480 154,459
Provision for income taxes 2,980 15,026 15,512 49,465
------- ------- ------- -------
Net income $ 6,052 $ 33,329 $ 33,968 $104,994
======= ======= ======= =======
Basic and diluted income
per share $ 0.07 $ 0.38 $ 0.39 $ 1.19
Dividends declared per share $ 0.065 $ 0.06 $ 0.195 $ 0.18
Weighted average number of
common shares outstanding 86,563,748 88,180,892 87,280,959 88,085,471
See accompanying notes to consolidated financial statements.
<PAGE> 2
AVX CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(dollars in thousands)
Nine Months Ended December 31,
-----------------------------
1998 1997
Operating Activities:
Net income $ 33,968 $104,994
Adjustments to reconcile net income
to net cash from operating activities:
Depreciation and amortization 69,659 64,896
Deferred income taxes 1,692 (1,563)
Changes in operating assets
and liabilities, net of effects
of business acquired:
Accounts receivable 7,668 5,180
Inventories 45,472 (74,160)
Accounts payable and accrued expenses (24,220) 2,722
Income taxes payable (5,781) 668
Other assets and liabilities 7,800 (3,175)
------- -------
Net cash from operating activities 136,258 99,562
------- -------
Investing Activities:
Purchases of property and equipment (72,839) (75,807)
Equity investments (5,300)
Business acquired, net of cash (58,027)
Other 17 67
------- -------
Net cash used in investing activities (130,849) (81,040)
------- -------
Financing Activities:
Purchase of treasury stock (27,513)
Proceeds from issuance of debt 17,764
Repayment of debt (17,486) (127)
Dividends paid (17,043) (15,853)
Proceeds from issuance of common stock 11 4,482
------- -------
Net cash from (used in) financing activities (44,267) (11,498)
------- -------
Effect of exchange rate changes on cash 69 39
------- -------
Increase (decrease) in cash and cash equivalents (38,789) 7,063
Cash and cash equivalents at beginning of period 201,887 188,574
------- -------
Cash and cash equivalents at end of period $163,098 $195,637
======= =======
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
nine months ended December 31, 1998, the Company reduced headcount by
9.3%. The costs associated with the headcount reductions are included in
the results for the period.
2. Accounts Receivable:
Accounts receivable consisted of:
December 31, March 31,
1998 1998
------- --------
Trade receivables $188,003 $163,348
Less: allowances for doubtful accounts, sales
returns, distributor adjustments and discounts (34,494) (23,536)
------- -------
$153,509 $139,812
======= =======
3. Inventories:
Inventories consisted of:
December 31, March 31,
1998 1998
-------- -------
Finished goods $102,320 $116,811
Work in process 106,006 114,827
Raw material and supplies 98,920 95,149
------- -------
$307,246 $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 $2,800
at December 31, 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 $4,844 and $39,301 for
the three and nine month periods ended December 31, 1998 and $36,235
and $103,997 for the three and nine month periods ended
December 31, 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 86,563,748 and 87,280,959 for the three and nine month
periods ended December 31, 1998 and 88,180,892 and 88,085,471 for the
three and nine month periods ended December 31, 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 86,608,593
and 87,299,321 for the three and nine month periods ended
December 31, 1998 and 88,284,467 and 88,282,588 for the three and nine
month periods ended December 31, 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 earnings per share because the option's exercise price was
greater than the average market price of the common shares for the
respective period were as follows:
December 31,
1998 1997
-------------------------------
Quarter ended 373,426 69,271
Nine months ended 487,036 6,746
<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 fourth 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 January 28, 1999, the Company declared a $0.065 dividend per share
of common stock with respect to the quarter ended December 1998, payable
on February 16, 1999.
<PAGE> 6
AVX CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
Results of Operations
- ---------------------
Three Months Ended December 31, 1998 Compared to Three Months Ended
- -------------------------------------------------------------------
December 31, 1997
- ----------------
Three months ended December 31, 1998 1997
---------------------------------------------------------------------------
Net sales 100.0% 100.0%
Cost of sales 88.1 76.8
Gross profit 11.9 23.2
Selling, general and administrative expenses 9.5 8.7
Profit from operations 2.4 14.5
Income before income taxes 2.9 15.1
Net income 1.9 10.4
Net sales in the three months ended December 31, 1998 decreased 2.8% to
$310.7 million from $319.7 million in the three months ended December 31, 1997.
Sales for the three months ended December 31, 1998 include $25.6 million of
sales from TPC, a business acquired on June 2, 1998. Exclusive of the
acquisition of TPC, sales declined 10.8%. The decrease was attributable to a
combination of factors, including lower average selling prices, the Asian
economic crisis negative impact on worldwide demand and prices, 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 December 31, 1998 decreased to
$36.9 million (11.9% of net sales) from $74.2 million (23.2% of net sales) in
the three months ended December 31, 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.
Selling, general and administrative expenses in the three months ended
December 31, 1998 increased to $29.4 million (9.5% of net sales) compared with
$27.7 million (8.7% of net sales) in the three months ended December 31, 1997.
The increase is attributable to lower sales, higher research and development
spending and the integration of the recently acquired TPC operations.
As a result of the above factors, profit from operations in the three
months ended December 31, 1998 decreased to $7.5 million from $46.4 million in
the three months ended December 31, 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, the benefit of foreign currency
exchange gains in 1998 versus losses in 1997 and a $382 thousand dividend from
a nonmarketable equity investment in 1997, net income in three months ended
December 31, 1998 decreased to $6.1 million (1.9% of net sales) from
$33.3 million (10.4% of net sales) in the three months ended
December 31, 1997.
Nine Months Ended December 31, 1998 Compared to Nine Months Ended
- -----------------------------------------------------------------
December 31, 1997
- -----------------
Nine months ended December 31, 1998 1997
------------------------------------------------------------
Net sales 100.0% 100.0%
Cost of sales 85.9 75.9
Gross profit 14.1 24.1
Selling, general and administrative expenses 9.3 8.8
Profit from operations 4.9 15.3
Income before income taxes 5.3 16.0
Net income 3.7 10.9
Net sales in the nine months ended December 31, 1998 decreased 3.7% to
$926.9 million from $962.7 million in the nine months ended December 31, 1997.
Sales for the nine months ended December 31, 1998 include $62.3 million of
sales from TPC, a business acquired on June 2, 1998. Exclusive of the
acquisition of TPC, sales declined 10.2%. The decrease was attributable to a
combination of factors, including lower average selling prices, the Asian
economic crisis negative impact on worldwide demand and prices, 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 nine months ended December 31, 1998 decreased to
$131.0 million (14.1% of net sales) from $231.6 million (24.1% of net sales) in
the nine months ended December 31, 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.
The 1997 results reflect a temporary halt in production in the Czech Republic
as a result of floods.
Selling, general and administrative expenses in the nine months ended
December 31, 1998 were $86.0 million (9.3% of net sales) compared with
$84.7 million (8.8% of net sales) in the nine months ended December 31, 1997.
The increase is primarily attributable to lower sales and the integration of
the recently acquired TPC operations.
<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 nine
months ended December 1998 the Company reduced headcount by 9.3%. 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 nine
months ended December 31, 1998 decreased to $45.0 million from $146.9 million
in the nine months ended December 31, 1997.
For the reasons set forth above, the benefit of foreign currency exchange
gains in 1998 versus losses in 1997 and a $1.4 million dividend from a
nonmarketable equity investment in 1997, net income in nine months ended
December 31, 1998 decreased to $34.0 million (3.7% of net sales) from
$105.0 million (10.9% of net sales) in the nine months ended December 31, 1997.
Outlook
-------
As discussed above, precious metal costs, selling price pressures and
soft demand continue to create difficult market conditions. The Company
believes, despite such current conditions, that there are several factors which
should lead toward improved profitability during the next year, including,
(a) an expanding use of electronics and the resulting increased demand for
passive components and interconnect products, (b) the Company's ongoing efforts
to substitute base metals for precious metals in the manufacture of ceramic
capacitors, (c) cost control measures, such as the previously implemented
headcount reduction and continuous improvements in production processes,
(d) the growth of Advanced products through innovation and component design
in conjunction with our customers, and (e) the expanded product offerings
resulting from the TPC acquisition.
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 December 31, 1998, the Company had a current ratio of
3.5 to 1, $163.1 million of cash and cash equivalents, $845.6 million of
stockholders' equity and an insignificant amount of long-term debt.
Net cash from operating activities was $136.3 million in the nine months
ended December 31, 1998 compared to $ 99.6 million in the nine months ended
December 31, 1997. The Company's control over inventory levels and other
items, partially offset by lower earnings before depreciation and
amortization, contributed to the increase.
Purchases of property and equipment were $72.8 million in the nine month
period ended December 31, 1998 and $75.8 million in the nine month period ended
December 31, 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.
<PAGE> 9
AVX CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION - (continued)
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 nine month period ended December 31, 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 1,654,100 shares at a cost of $27.5 million. The repurchased shares
are held as treasury stock and are available for general corporate purposes.
Based on the financial condition of the Company as of December 31, 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 90%
complete with the remediation phase for all major systems and expects to
complete software reprogramming and replacement no later than
February 15, 1999. After completing the reprogramming and replacement of
software, the Company plans call for integrated testing and implementing its
information technology system. The Company has completed 70% of its testing
and has implemented 60% 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 90% complete
with the remediation phase of the resolution process. The Company has completed
80% of its testing and has implemented 75% of its remediated equipment. The
testing and remediation of all equipment systems is expected to be completed by
the quarter ended June 1999.
<PAGE> 10
AVX CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION - (continued)
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.
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
$5.2 million and is being funded through operating cash flows. The Company has
incurred approximately $3.0 million ($1.2 million expensed and $1.8 million
capitalized for new systems and equipment), related to all phases of the
Year 2000 project.
Of the remaining project costs, approximately $1.2 million is attributable
to the purchase of new software and operating equipment, which will be
capitalized. The remaining $1.0 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.
<PAGE> 12
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.
Date: February 7, 1999
AVX Corporation
/s/ Donald B. Christiansen
-----------------------------
Donald B. Christiansen
Chief Financial Officer,
Senior Vice President and
Treasurer
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