<PAGE>
This Form 10-Q consists of 18 sequentially numbered pages. The exhibit index
appears on sequentially numbered page 16.
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended JUNE 30, 1996
Commission file number: 01-10920
FISHER SCIENTIFIC INTERNATIONAL INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 02-0451017
- ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Liberty Lane
Hampton, New Hampshire 03842
- --------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (603) 926-5911
-----------------
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 of Common Stock outstanding at July 31, 1996 was
19,893,246.
- ----------
1
<PAGE>
FISHER SCIENTIFIC INTERNATIONAL INC.
FORM 10-Q
FOR THE QUARTER ENDED JUNE 30, 1996
INDEX PAGE NO.
Part I - Financial Information:
Item 1 - Financial Statements:
Introduction to the Financial Statements. . . . . . . . 3
Income Statements -
Three and Six Months Ended June 30, 1996 and 1995. . . . 4
Balance Sheets -
June 30, 1996 and December 31, 1995. . . . . . . . . . . 5
Statements of Cash Flows -
Six Months Ended June 30, 1996 and 1995. . . . . . . . . 6
Notes to Financial Statements. . . . . . . . . . . . . . 7
Item 2 - Management's Discussion and Analysis of Results of
Operations and Financial Condition . . . . . . . . . . . 9
Part II - Other Information:
Item 4 - Submission of Matters to a Vote of Security Holders. . . 13
Item 6 - Exhibits and Reports on Form 8-K. . . . . . . . . . . . 13
SIGNATURE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
EXHIBIT INDEX. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
2
<PAGE>
FISHER SCIENTIFIC INTERNATIONAL INC.
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
INTRODUCTION TO THE FINANCIAL STATEMENTS
The condensed financial statements included herein have been prepared by
Fisher Scientific International Inc. ("Fisher" or the "Company"), without audit,
pursuant to the rules and regulations of the Securities and Exchange Commission.
The December 31, 1995 balance sheet was derived from the audited balance sheet
included in the Company's 1995 Annual Report on Form 10-K. Certain information
and footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted pursuant to such rules and regulations. The Company believes that the
disclosures are adequate to make the information presented not misleading when
read in conjunction with the financial statements included in the Company's
Annual Report on Form 10-K for the year ended December 31, 1995.
The financial information presented herein reflects all adjustments
(consisting only of normal recurring adjustments) that are, in the opinion of
management, necessary for a fair presentation of the results for the interim
periods presented. The results for interim periods are not necessarily
indicative of the results to be expected for the full year.
3
<PAGE>
FISHER SCIENTIFIC INTERNATIONAL INC.
INCOME STATEMENTS
(in millions, except per share amounts)
(unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
1996 1995 1996 1995
------- ------- --------- -------
Sales $532.2 $314.9 $1,048.2 $618.0
Cost of sales 389.3 223.5 769.7 442.7
Selling, general and
administrative expense 119.0 74.4 237.4 144.8
------- ------- --------- -------
Income from operations 23.9 17.0 41.1 30.5
Interest expense 7.8 2.5 16.4 4.8
Other (income) expense, net 0.6 (1.8) 1.1 (1.9)
------- ------- --------- -------
Income before income taxes 15.5 16.3 23.6 27.6
Income tax provision 7.1 6.1 10.7 10.6
------- ------- --------- -------
Net income $ 8.4 $ 10.2 $ 12.9 $ 17.0
------- ------- --------- -------
------- ------- --------- -------
Earnings per common share:
Primary $ 0.49 $ 0.62 $ 0.76 $ 1.04
------- ------- --------- -------
------- ------- --------- -------
Fully Diluted $ 0.46 $ 0.56 $ 0.74 $ 0.95
------- ------- --------- -------
------- ------- --------- -------
See the accompanying notes to financial statements.
4
<PAGE>
FISHER SCIENTIFIC INTERNATIONAL INC.
BALANCE SHEETS
(in millions)
June 30, December 31,
1996 1995
----------- ---------
ASSETS (UNAUDITED)
Current Assets:
Cash and cash equivalents $ 16.7 $ 63.7
Receivables, net 295.4 297.3
Inventories 240.8 242.7
Other current assets 61.5 69.9
-------- --------
Total current assets 614.4 673.6
Property, plant and equipment, net 203.5 207.6
Goodwill 275.0 270.4
Other assets 110.7 118.9
-------- --------
$1,203.6 $1,270.5
-------- --------
-------- --------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Short-term debt 9.4 11.7
Accounts payable 213.6 231.2
Accrued and other current liabilities 126.3 146.7
-------- --------
Total current liabilities 349.3 389.6
Long-term debt 286.6 446.3
Other liabilities 202.0 208.6
-------- --------
Total liabilities 837.9 1,044.5
-------- --------
Stockholders' Equity:
Common Stock 0.2 0.2
Capital in excess of par value 265.6 135.5
Preferred stock -- --
Foreign currency translation
adjustment (5.3) (2.8)
Unrealized losses on marketable
securities available for sale, net (0.1) --
Retained earnings 105.3 93.1
-------- --------
Total stockholders' equity 365.7 226.0
-------- --------
$1,203.6 $1,270.5
-------- --------
-------- --------
See the accompanying notes to financial statements.
5
<PAGE>
FISHER SCIENTIFIC INTERNATIONAL INC.
STATEMENTS OF CASH FLOWS
(in millions)
(unaudited)
Six Months Ended
June 30,
1996 1995
------ ------
Cash flows from operating activities:
Net income $ 12.9 $ 17.0
Adjustments to reconcile net income to
cash provided by operating activities:
Depreciation and amortization 21.9 11.9
Deferred income taxes 3.3 1.2
Changes in working capital:
Receivables, net 2.1 (9.0)
Inventories 1.9 (22.0)
Payables, accrued and other current liabilities (43.8) 3.2
Other working capital changes 4.9 0.2
Other assets and liabilities 0.8 (6.0)
------ ------
Cash provided (used) by operating activities 4.0 (3.5)
------ ------
Cash flows from investing activities:
Acquisitions, net of cash acquired (4.7) (23.3)
Marketable securities proceeds -- 21.2
Capital expenditures (11.6) (9.6)
Other investing activities (0.4) (2.0)
------ ------
Cash used in investing activities (16.7) (13.7)
------ ------
Cash flows from financing activities:
Proceeds from stock options exercised 4.8 2.2
Dividends paid (0.7) (0.6)
Proceeds from long-term debt 2.1 --
Payments on long-term debt (40.5) (0.4)
------ ------
Cash provided (used) by financing activities (34.3) 1.2
------ ------
Net change in cash and cash equivalents (47.0) (16.0)
Cash and cash equivalents - beginning of period 63.7 36.9
------ ------
Cash and cash equivalents - end of period $ 16.7 $ 20.9
------ ------
------ ------
See the accompanying notes to financial statements.
6
<PAGE>
FISHER SCIENTIFIC INTERNATIONAL INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - BASIS OF PRESENTATION
Fisher Scientific International Inc.'s ("Fisher" or the "Company")
operations are conducted by wholly owned and majority-owned subsidiaries,
joint ventures, equity interests and agents, located in North and South
America, Europe, the Far East, the Middle East and Africa. The Company's
activities relate principally to one business segment -- scientific and
clinical products. This includes operations engaged in the supply,
marketing, service and manufacture of scientific, clinical, educational,
occupational health and safety products.
Certain prior period amounts have been reclassified to conform to their
current presentation.
NOTE 2 - ACCOUNTING PRONOUNCEMENTS
Effective January 1,1996, the Company adopted Statement of Financial
Accounting Standards Number 121, "Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to be Disposed Of." The new standard did
not have any effect on the Company's financial statements.
NOTE 3 - INVENTORIES
On January 1, 1996, the Company changed its method of accounting for
substantially all inventories of its newly acquired subsidiary Curtin
Matheson Scientific Inc. (approximately $84 million) from the first-in,
first-out (FIFO) method to the last-in, first-out (LIFO) method to conform
CMS's accounting policies with that of Fisher Scientific Company, the
Company's principal United States operating subsidiary. The Company believes
the LIFO method better matches current costs with current selling prices.
The change did not have a significant effect on the results of operations in
the first quarter.
NOTE 4 - DEBT
JUNE 30, DECEMBER 31,
1996 1995
------ ------
Bank Credit Facility $123.5 $161.5
7 1/8% notes (net of a discount
of $1.2 million at June 30, 1996
and December 31, 1996) 148.8 148.8
Convertible subordinated notes 3.5 125.0
Capital lease obligations 5.8 7.8
Other 14.4 14.9
Less current portion of long-term
debt (9.4) (11.7)
------ ------
$286.6 $446.3
------ ------
------ ------
7
<PAGE>
On June 12, 1996, the Company called for redemption of its $125 million
step-up convertible subordinated notes due 2003, at a price of 103.65% of
principal, plus accrued interest. As of June 30, 1996, $121.6 million of the
convertible notes (97%) were converted into 3,463,154 shares of the Company's
common stock. In July the Company redeemed the remaining notes for $3.5
million plus accrued interest. The conversion resulted in an increase in
stockholders' equity and a reduction in long-term debt of approximately
$125.0 million for the six months ended June 30, 1996.
NOTE 5 - STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
Unrealized
Gain (Loss)
on
Capital Marketable
in Excess Foreign Securities
Common of Par Currency Available Retained
Stock Value Translation for Sale Earnings Total
------ -------- ----------- ---------- -------- -------
<S> <C> <C> <C> <C> <C> <C>
Balance, December 31, 1995 $ 0.2 $135.5 $ (2.8) -- $ 93.1 $226.0
Net Income -- -- -- -- 12.9 12.9
Proceeds from stock options -- 3.8 -- -- -- 3.8
Tax benefit from exercise of
stock options -- 1.0 -- -- -- 1.0
Dividends ($0.04 per share) -- -- -- -- (0.7) (0.7)
Foreign currency translation -- -- (2.5) -- -- (2.5)
Change in unrealized gain (loss)
on marketable securities
available for sale, net -- -- -- (0.1) -- (0.1)
Conversion of Convertible
Subordinated Notes -- 125.3 -- -- -- 125.3
------ -------- ----------- ---------- -------- -------
Balance, June 30, 1996 $ 0.2 $265.6 $ (5.3) $ (0.1) $105.3 $365.7
------ -------- ----------- ---------- -------- -------
------ -------- ----------- ---------- -------- -------
</TABLE>
On June 12, 1996, Fisher's Board of Directors declared a quarterly cash
dividend of $.02 per share, payable July 12, 1996 to shareholders of record
June 27, 1996.
8
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION
This Form 10-Q contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. The Company's actual results could differ materially
from those set forth in the forward-looking statements. Certain factors that
might cause such a difference include those factors discussed in the section
entitled "Management's Discussion and Analysis of Results of Operations and
Financial Condition - Overview" contained in the Company's Form 10-K for the
year ended December 31, 1995.
RESULTS OF OPERATIONS
SALES
Sales for the three and six months ended June 30, 1996 increased 69% and
70% to $532.2 million and $1,048.2, respectively, from $314.9 million and
$618.0 million for the comparable periods in 1995. The sales increases in
both periods primarily reflect sales of the laboratory supplies division of
Fisons plc acquired in October 1995, which consisted of Curtin Matheson
Scientific Inc. ("CMS") and Fisons Scientific Equipment Ltd. (now named
Fisher Scientific U.K. Ltd.), as well as growth in Fisher's historical North
American operations.
GROSS PROFIT
Fisher's gross profit for the three and six month periods ended June 30,
1996 increased 56% and 59% to $142.9 million and $278.5 million,
respectively, from $91.4 million and $175.3 million for the comparable
periods in 1995, primarily resulting from the aforementioned sales growth.
Gross profit as a percent of sales decreased to 26.6% for the six
months ended June 30, 1996 from 28.4% for the same period in 1995. The
decrease in gross profit as a percent of sales reflects lower gross margins
associated with the recent acquisition, partially offset by improvements in
gross margins of Fisher's historical North American operations.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSE
Selling, general and administrative expense for the three and six months
ended June 30, 1996 increased 60% and 64% to $119.0 million and $237.4
million, respectively, from $74.4 million and $144.8 million for the
comparable periods in 1995. These costs increased primarily as a result of
the inclusion of selling, general and administrative expenses of recently
acquired businesses, nonrecurring costs to integrate CMS into Fisher and
nonrecurring costs associated with the implementation of the restructuring
plan that began in the third quarter of 1995. Certain costs resulting from
the temporary duplication of operations, relocation of inventories and
employees, hiring and training new employees, and other one-time and
redundant costs, which should be eliminated as the restructuring plan is
fully implemented, are recognized as incurred. For the
9
<PAGE>
three and six month periods ended June 30, 1996, approximately $5.3 million
and $10.8 million, respectively, of such costs have been recorded, of which
$5.3 million and $10.2 million, respectively, are included in selling,
general and administrative expense.
Operations outside of the United States continue to have significantly
higher selling, general and administrative expense as a percentage of sales
as compared with that of Fisher's domestic operations. These higher costs
primarily reflect investments in the development of an integrated worldwide
supply capability and the fact that international operations have not yet
achieved the benefits associated with such integrated worldwide supply
capability.
INCOME FROM OPERATIONS
Income from operations for the three and six month periods ended June
30, 1996 increased by 41% and 35% to $23.9 million and $41.1 million,
respectively, as compared with $17.0 million and $30.5 million for the
corresponding periods in 1995. These increases reflect the factors described
above. Income from operations as a percent of sales decreased to 3.9% for
the six months ended June 30, 1996, compared with 4.9% for the same period in
1995. This decrease in percentage primarily reflects the decrease in gross
profit as a percent of sales as well as the inclusion of nonrecurring costs
in selling, general and administrative expense, both described above.
INTEREST EXPENSE
Interest expense for the three and six month periods ended June 30, 1996
increased to $7.8 million and $16.4 million, respectively from $2.5 million
and $4.8 million for the comparable periods in 1995. The increases
principally reflect interest related to borrowings used to finance the
acquisition of the laboratory supplies division of Fisons plc in the fourth
quarter of 1995.
INCOME TAX PROVISION
The income tax provision for the three and six month periods ended June
30, 1996 increased to $7.1 million and $10.7 million, respectively, as
compared with $6.1 million and $10.6 million for the corresponding periods in
1995. The effective tax rate for the six months ended June 30, 1996
increased to 45% compared with 38% for the same period in 1995 as the prior
period's rate reflected the benefit of certain domestic net operating loss
carryforwards.
NET INCOME
Net income for the three and six months ended June 30, 1996 decreased to
$8.4 million and $12.9 million, respectively, from $10.2 million and $17.0
million for the comparable periods in 1995 due to the factors discussed above.
10
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
During the six months ended June 30, 1996, the Company's operations
provided $4.0 million of cash compared with using $3.5 million for the same
period in 1995. This $7.5 million increase in cash flow from operations
primarily resulted from an increase in net income adjusted for depreciation
and amortization. The Company's operating working capital (defined as trade
receivables plus inventories less accounts payable and accrued liabilities)
increased to $196.3 million at June 30, 1996 from $162.1 million at December
31, 1995. The increase in operating working capital is primarily due to
decreases in accounts payable and accrued liabilities. Changes in account
payables and accruals are principally attributable to payments of previously
accrued restructuring and integration amounts, payments of accrued
compensation and benefit amounts, and timing of payments of other previously
accrued amounts.
The Company's current ratio, the ratio of current assets to current
liabilities, was 1.8 at June 30, 1996, compared with 1.7 at December 31,
1995. Excluding the effect, if any, of future acquisitions, the Company's
operating working capital requirements are not anticipated to increase
substantially throughout the remainder of 1996.
During the six months ended June 30, 1996, the Company used $16.7
million of cash for investing activities compared with $13.7 million for the
same period in 1995. The increase in cash used for investing activities is
primarily due to a decrease in cash provided by proceeds from sales of
marketable securities, partially offset by a reduction in cash used for
acquisitions. For the six months ended June 30, 1996 and 1995, the Company
had capital expenditures of $11.6 million and $9.6 million, respectively,
reflecting capital expenditures associated with the consolidation and
relocation of logistical and administrative functions.
During the six months ended June 30, 1996, the Company's financing
activities used $34.3 million compared with providing $1.2 million for the
same period in 1995. This change is primarily due to $38.0 million in
prepayments of the Company's bank term debt. The Company may continue to
prepay this debt to the extent of its surplus cash.
On June 12, 1996, the Company called for redemption of its $125 million
step-up convertible subordinated notes due 2003, at a price of 103.65% of
principal, plus accrued interest. As of June 30, 1996, $121.6 million of the
convertible notes (97%) were converted into 3,463,154 shares of the Company's
common stock. In July the Company redeemed the remaining notes for $3.5
million plus accrued interest. The conversion resulted in an increase in
stockholders' equity and a reduction in long-term debt of approximately
$125.0 million for the six months ended June 30, 1996.
Fisher expects that cash flows from operations, together with cash and
cash equivalents on hand and funds available under existing credit
facilities, will be sufficient to meet ongoing operating and capital
expenditure requirements.
11
<PAGE>
On June 12, 1996, Fisher's Board of Directors declared a quarterly cash
dividend of $.02 per share, payable July 12, 1996 to shareholders of record
June 27, 1996. The Company plans to continue paying regular quarterly
dividends, which will be funded by cash generated from operations. No
dividend will be payable unless declared by the Fisher Board of Directors and
funds are legally available for payment of a dividend.
12
<PAGE>
PART II - OTHER INFORMATION
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) The annual meeting of stockholders of the Company was held on
May 14, 1996.
(c) The results of the voting on the proposals considered at the annual
meeting of stockholders are as follows:
1. ELECTION OF DIRECTORS
Robert A. Day, Gerald J. Lewis and Edward A. Montgomery, Jr.
were each elected for a three-year term expiring in 1999, and
voting results were as follows:
VOTES FOR VOTES WITHHELD
---------- --------------
Mr. Day 12,856,239 35,995
Mr. Lewis 12,857,689 34,545
Mr. Montgomery 12,856,219 36,015
2. APPOINTMENT OF INDEPENDENT AUDITORS
The appointment of Deloitte & Touche LLP as independent auditors
for the current fiscal year was ratified, and voting results were
as follows:
12,874,202 FOR, 8,484 AGAINST, 9,448 ABSTAINED and no Broker
Non-Votes.
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
Exhibit 11 - Computation of Earnings Per Common Share for the Three
and Six Months Ended June 30, 1996 and 1995.
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K:
None
13
<PAGE>
SIGNATURE
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.
FISHER SCIENTIFIC INTERNATIONAL INC.
Date: AUGUST 13, 1996 /s/ PAUL F. PATEK
-----------------------------------
PAUL F. PATEK
Vice President - Controller
14
<PAGE>
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------
FISHER SCIENTIFIC INTERNATIONAL INC.
EXHIBITS
TO
FORM 10-Q
for the quarter ended June 30, 1996
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
15
<PAGE>
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
PAGE
11 Computation of Earnings 17
Per Common Share for the
Three and Six Months Ended
June 30, 1996 and 1995
27 Financial Data Schedule 18
16
<PAGE>
EXHIBIT 11
FISHER SCIENTIFIC INTERNATIONAL INC.
COMPUTATION OF EARNINGS PER COMMON SHARE
(IN MILLIONS, EXCEPT PER SHARE AMOUNTS)
(unaudited)
PRIMARY EARNINGS PER SHARE WERE CALCULATED AS FOLLOWS:
Three Months Ended Six Months Ended
June 30, June 30,
1996 1995 1996 1995
------ ------ ------ ------
Total income used for primary
earnings per share $ 8.4 $ 10.2 $ 12.9 $ 17.0
------ ------ ------ ------
------ ------ ------ ------
Average common shares
outstanding 16.6 16.0 16.5 16.0
Other 0.5 0.4 0.4 0.3
------ ------ ------ ------
Average shares and equivalents 17.1 16.4 16.9 16.3
------ ------ ------ ------
------ ------ ------ ------
Primary earnings per share $0.49 $ 0.62 $0.76 $ 1.04
------ ------ ------ ------
------ ------ ------ ------
FULLY DILUTED EARNINGS PER SHARE WERE CALCULATED AS FOLLOWS:
Three Months Ended Six Months Ended
June 30, June 30,
1996 1995 1996 1995
------ ------ ------ ------
Net income $ 8.4 $ 10.2 $ 12.9 $ 17.0
Interest expense of
Convertible Subordinated Notes,
net of taxes 1.1 1.1 2.1 2.1
------ ------ ------ ------
Total income used for fully
diluted earnings per share $ 9.5 $ 11.3 $ 15.0 $ 19.1
------ ------ ------ ------
------ ------ ------ ------
Average common shares
outstanding 16.6 16.0 16.5 16.0
Common equivalent shares
for Convertible Subordinated Notes 3.4 3.6 3.5 3.6
Other 0.5 0.4 0.4 0.4
------ ------ ------ ------
Average shares and equivalents 20.5 20.0 20.4 20.0
------ ------ ------ ------
------ ------ ------ ------
Fully diluted earnings per share $ 0.46 $ 0.56 $ 0.74 $ 0.95
------ ------ ------ ------
------ ------ ------ ------
Note: Amounts may not calculate due to rounding.
17
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET AS OF JUNE 30, 1996 AND THE INCOME STATEMENT FOR THE SIX MONTHS ENDED
JUNE 30, 1996, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 17
<SECURITIES> 0
<RECEIVABLES> 295
<ALLOWANCES> 0
<INVENTORY> 241
<CURRENT-ASSETS> 614
<PP&E> 204
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,204
<CURRENT-LIABILITIES> 349
<BONDS> 287
0
0
<COMMON> 0
<OTHER-SE> 366
<TOTAL-LIABILITY-AND-EQUITY> 1,204
<SALES> 1,048
<TOTAL-REVENUES> 1,048
<CGS> 770
<TOTAL-COSTS> 770
<OTHER-EXPENSES> 1
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 16
<INCOME-PRETAX> 24
<INCOME-TAX> 11
<INCOME-CONTINUING> 13
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 13
<EPS-PRIMARY> 0.76
<EPS-DILUTED> 0.74
</TABLE>
