LITTELFUSE INC /DE
10-Q/A, 1999-12-14
SWITCHGEAR & SWITCHBOARD APPARATUS
Previous: NOCOPI TECHNOLOGIES INC/MD/, DEFA14A, 1999-12-14
Next: KRANZCO REALTY TRUST, 8-K, 1999-12-14



                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q/A

         (Mark One)

X    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED October 2, 1999 OR

___  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OF  15(d)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM______ TO ______


                         Commission file number 0-20388

                                LITTELFUSE, INC.
             (Exact name of registrant as specified in its charter)

            Delaware                                       36-3795742
   (State or other jurisdiction                         (I.R.S. Employer
   of incorporation or organization)                    Identification No.)

      800 East Northwest Highway
            Des Plaines, Illinois                              60016
  (Address of principal executive offices)                   (Zip Code)

              Registrant's telephone number, including area code:
                                 (847) 824-1188


         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 by check mark whether the  registrant  has filed all documents
and reports  required to be filed by Sections 12, 13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court.
                                            Yes X    No

         As of October  2, 1999,  19,551,523  shares of common  stock,  $.01 par
value,  of the  Registrant and warrants to purchase  2,461,915  shares of common
stock, $.01 par value, of the Registrant were outstanding.


<PAGE>


                                TABLE OF CONTENTS


PART I - FINANCIAL INFORMATION

                                                                           PAGE
Item 1.  Financial Statements

Condensed Consolidated  Statements of Income for the three and nine months
ended October 2,1999 and October 3,1998......................................1

Condensed Consolidated  Statements of Financial Condition at October 2, 1999
and January 2, 1999..........................................................2

Condensed  Consolidated  Statements  of Cash Flows for the three and nine
months ended October 2,1999 and October 3,1998...............................3

Notes to the Condensed Consolidated Financial Statements.....................4

Item 2.  Management's Discussion and Analysis of
          Financial Condition and Results of Operations  ....................6


PART II - OTHER INFORMATION

Item 5.  Other Information ................................................ 12

Item 6.  Exhibits and Reports on Form 8-K...................................12



<PAGE>

<TABLE>


Part 1 - Financial Information
Item 1.

                                                               LITTELFUSE, INC.
                                                            Condensed Consolidated Statements of Income
                                                          (in thousands, except per share data)
                                                                       (unaudited)

                                                 For the Three Months Ended                        For the Nine Months Ended
                                                 --------------------------                        -------------------------
                                                 Oct.  2, 1999         Oct. 3, 1998                 Oct. 2, 1999        Oct. 3, 1998
                                                 -------------         ------------                 ------------   -    ------------

<S>                                                       <C>                  <C>                     <C>                 <C>
Net sales .  .  .  .  .  .  .  .  .  .  .                 $73,292              $ 69,035                $ 214,357           $ 207,482

Cost of sales .  .  .  .  .  .  .  .  .                    43,975                43,130                  131,200             128,653
                                                 -----------------     -----------------      -------------------  -----------------

Gross profit .  .  .  .  .  .  .  .  .  .                  29,317                25,905                   83,157              78,829

Selling, general and administrative
expenses . . . . .                                         13,911                12,953                   39,457              39,122
Research and development expenses .  .  .                   2,138                 2,113                    7,023               6,389
Amortization of intangibles .  .  .                         1,730                 1,613                    5,214               5,112
                                                 -----------------     -----------------      -------------------  -----------------

Operating income  .  .  .  .  .  .  .                      11,538                 9,226                   31,463              28,206

Interest expense  .  .  .  .  .  .  . .                     1,330                                          4,026               2,634
                                                                                    902
Other (income)/expense .  .  .  .                           (420)                                          (978)
                                                                                  (194)                                          546

Income before income taxes . .                             10,628                 8,518                   28,415              25,026

Income taxes  .  .  .  .  .  .  .  .  .                     4,040                 3,152                   10,799               8,280

Net income .  .  .  .  .  .  .  .  .  .                   $ 6,588              $  5,366                 $ 17,616           $  16,746
                                                 =================     =================      ===================  =================

Net income per share:
              Basic .  .  .  .  .  .  .  .                $  0.34              $   0.26                 $   0.90            $   0.81
                                                 =================     =================      ===================  =================
              Diluted .  .  .  .  .  .  .                 $  0.30              $   0.23                 $   0.81            $   0.72
                                                 =================     =================      ===================  =================

Weighted average shares and equivalent shares outstanding:
              Basic .  .  .  .  .  .  .  .                 19,505                20,587                   19,591              20,570
                                                                                                                   =================
                                                 =================     =================      ===================
              Diluted .  .  .  .  .  .  .                  21,712                22,979                   21,747              23,343
                                                 =================     =================      ===================  =================

                             See accompanying notes
</TABLE>

<PAGE>


<TABLE>

                                                LITTELFUSE, INC.
                            Condensed Consolidated Statements of Financial Condition
                                                 (in thousands)

                                                    October 2, 1999                January 2, 1999
                                                              -----                          -----
Assets:                                               (unaudited)

<S>                                                         <C>                            <C>
Cash and cash equivalents .  .  .  .  .  .                  $   8,588                      $  27,961
Receivables .  .  .  .  .  .  .  .  .  .  .  .                 55,902                         41,382
Inventories .  .  .  .  .  .  .  .  .  .  .  .                 39,285                         36,209
Other current assets   .  .  .  .  .  .  .  .  .
                                                                7,197                          5,546
                                                   -------------------            -------------------
Total current assets .  .  .  .  .  .  .  .  .  .          $  110,972                     $  111,098

Property, plant, and equipment, net .  .                       81,178                         77,788
Reorganization value, net .  .  .  .  .  .  .                  35,211                         37,814
Other intangible assets, net .  .  .  .  .  .                  19,531                         22,148
Other assets .  .  .  .  .  .  .  .  .  .  .  .                 1,651                          1,696
                                                   -------------------            -------------------

                                                           $  248,543                     $  250,544
                                                   ===================            ===================

Liabilities and Shareholders' Equity:

Current liabilities excluding current portion of
long-term debt . . . . . . . . . . .                        $  42,653                      $  36,452
Current portion of long-term debt .  .  .                      14,905                         15,515
                                                   -------------------            -------------------
Total current liabilities .  .  .  .  .  .  .  .               57,558                         51,967

Long-term debt  .  .  .  .  .  .  .  .  .  .  .  .             55,371                         70,061
Deferred liabilities .  .  .  .  .  .  .  .  .                  3,947                          3,951
Other long-term liabilities .  .  .  .  .  .  .                    26                             41

Shareholders' equity .  .  .  .  .  .  .  .  .  .             131,641                        124,524
                                                   -------------------            -------------------

                                                           $  248,543                     $  250,544
                                                   ===================            ===================


                             See accompanying notes

</TABLE>



<PAGE>
<TABLE>



                                                     LITTELFUSE, INC.
                                      Condensed Consolidated Statements of Cash Flows
                                                 (in thousands, unaudited)

                                                                For the Three                             For the Nine
                                                                Months Ended                            Months Ended
                                                       Oct. 2,          Oct. 3,              Oct. 2,        Oct. 3,
                                                        1999              1998                1999            1998
                                                       -------          -------               --------      --------
Operating activities:
<S>                                                        <C>              <C>                 <C>           <C>
Net income .  .  .  .  .  .  .  .  .  .  .  .  .           $  6,588         $  5,366            $ 17,616      $ 16,746

Adjustments  to  reconcile   net  income  to  net
cash  provided  by  operating activities:
      Depreciation .  .  .  .  .  .  .  .  .  .               4,684            3,786              13,012        10,517
      Amortization .  .  .  .  .  .  .  .  .  .               1,730            1,614               5,214         5,112
Changes in operating assets and liabilities:
      Accounts receivable .  .  .  .  .  .  .                (5,650)          (2,449)            (15,388)       (9,494)
      Inventories .  .  .  .  .  .  .  .  .  .  .            (2,427)           2,435              (3,517)        3,793
      Accounts payable and accrued expenses .  .              2,149           (1,315)              6,398          (434)
      Other, net  .  .  .  .  .  .  .  .  .  .  .            (1,565)            (690)             (1,701)          (54)
                                                    ----------------   --------------     ---------------    ---------------
Net cash provided by operating
      activities .  .  .  .  .  .  .  .  .  .  .           $  5,509         $  8,747            $ 21,634        $ 26,186

Cash used in investing activities:
      Purchases of property, plant, and
      equipment, net .  .  .  .  .  .  .  .  .  .           (5,073)           (5,296)            (16,504)        (15,349)
                                                    ----------------   --------------     ---------------    ---------------
                                                            (5,073)           (5,296)            (16,504)        (15,349)

Cash provided by (used in) financing
      activities:
      Borrowings/(Payments) of long-term
           debt, net   .  .  .  .  .  .  .  .  .           (14,560)           31,938            (15,036)         31,772
      Proceeds from exercise of stock
           options and warrants .  .  .  .  .  .             1,093                (4)             1,207           5,528
      Purchase of common stock and warrants   .  .             0              (9,376)           (10,476)        (18,349)
                                                     ----------------   --------------     ---------------    ---------------
                                                           (13,467)           22,558            (24,305)         18,951

Effect of exchange rate changes on cash                       (219)            (468)               (198)           (719)
                                                     ----------------   --------------     ---------------    ---------------

Increase/(decrease) in cash and cash
      equivalents .  .  .  .  .  .  .  .  .  .  .          (13,250)          25,541             (19,373)         29,069


Cash and cash equivalents at beginning
      of period  .  .  .  .  .  .  .  .  .  .  .             21,838           4,283              27,961             755
                                                    ----------------   --------------     ---------------    ---------------

Cash and cash equivalents at end of
      period   .  .  .  .  .  .  .  .  .  .  .  .          $  8,588        $ 29,824            $  8,588        $ 29,824
                                                    ================   ==============     ===============    ===============

                                                               See accompanying notes
</TABLE>


<PAGE>



              Notes to Condensed Consolidated Financial Statements
                                   (Unaudited)

                                 October 2, 1999

1.  Basis of Presentation

Littelfuse,  Inc. and its  subsidiaries  ("Littelfuse" or the "Company") are the
successors  in interest  to the  components  business  previously  conducted  by
subsidiaries of Tracor Holdings, Inc. ("Predecessor").  The Company acquired its
business as a result of the Predecessor's reorganization activities concluded on
December 27, 1991.

The accompanying unaudited consolidated condensed financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information.  Accordingly,  they do not include all of the information
and notes  required by generally  accepted  accounting  principles  for complete
financial statements. In the opinion of management, all adjustments,  consisting
of normal recurring accruals,  considered necessary for a fair presentation have
been included.  Operating  results for the period ended October 2, 1999, are not
necessarily  indicative  of the results that may be expected for the year ending
January 1, 2000. For further  information,  refer to the Company's  consolidated
financial  statements  and the notes  thereto  incorporated  by reference in the
Company's Annual Report on Form 10-K for the year ended January 2, 1999.

2. Inventories
<TABLE>

The components of inventories are as follows (in thousands):

                                                                        October 2,          January 2,
                                                                           1999                1999

<S>                                                                     <C>                  <C>
                                    Raw material                        $10,135              $  9,800
                                    Work in process                       12,493                 5,338
                                    Finished goods                        16,657               21,071
                                                                         -------               ------
                                      Total                             $39,285              $36,209
                                                                        =======              =======


</TABLE>

3. Per Share Data

Net income per share  amounts for the three months and nine months ended October
2, 1999, and October 3, 1998, are based on the weighted average number of common
and common  equivalent  shares  outstanding  during the  periods as follows  (in
thousands, except per share data):


<PAGE>
<TABLE>




                                                    Three months ended                  Nine months ended
                                                  October 2,     October 3,        October 2,      October 3,
                                                      1999            1998             1999             1998
                                                  -----------     -----------       ----------     --------------

<S>                                               <C>             <C>              <C>             <C>
Average shares outstanding                        19,505          20,587           19,591          20,570

Net effect of dilutive stock options,
warrants and restricted shares
         - Basic                                      -                -               -                -
                                                  ----------      ----------       ---------        ---------
         - Diluted                                 2,207           2,392             2,156           2,773
                                                  ----------      ----------       ---------        ---------

Average shares outstanding
         - Basic                                 19,505          20,587            19,591          20,570
                                                 ==========      ==========        ==========      ==========
         - Diluted                               21,712          22,979            21,747          23,343
                                                 ==========      ==========        ==========      ==========

Net income                                      $ 6,588         $ 5,366            17,616          16,746
                                                ===========     ===========        ==========      ==========

Net income per share
       - Basic                                  $  0.34         $  0.26           $  0.90         $  0.81
                                                ===========     ==========        ===========     ===========
       - Diluted                                $  0.30         $  0.23           $  0.81         $  0.72
                                                ===========     ==========        ===========     ===========

</TABLE>

4. Comprehensive Income

In  accordance  with  Statement  of  Financial  Accounting  Standards  No.  130,
"Reporting  Comprehensive  Income,"  total  comprehensive  income  for the three
months  ended  October 2, 1999,  and  October 3, 1998,  was  approximately  $7.2
million and $6.4  million,  respectively  and the nine months  ended  October 2,
1999, and October 3, 1998 was $16.4 million and $18.1 million respectively.  The
adjustment for comprehensive income is related to the Company's foreign currency
translation.

5. Subsequent Event

On October 21, 1999, the Company  announced it had completed the  acquisition of
Harris  Corporation's  Suppression Products Group for $25.7 million in cash. The
purchase  was  funded  with  cash on hand and $20  million  from  the  Company's
existing  credit  facility.  The  Suppression  Products Group  manufactures  and
markets a broad line of transient  voltage  suppression  devices.  With this new
line of products, the Company expands its circuit protection business to include
some segments of the overvoltage protection market.




<PAGE>


Item 2. Management's Discussion and Analysis
        of Financial Condition and Results of Operations

Results of Operations

Third Quarter, 1999

Sales  increased 6 % to $73.3 million in the third quarter this year compared to
$69.0  million in the third  quarter of 1998.  Gross  margin was 40.0% this year
compared  to 37.5 % in the same  period  of the  prior  year.  Operating  income
increased to 15.7 % of sales in the third  quarter of 1999  compared to 13.4% in
the prior year.  Net income  increased 23 % to $6.6 million in the third quarter
this year compared to $5.4 million in the third quarter of last year and diluted
earnings  per  share  increased  30% to $0.30 in the  third  quarter  this  year
compared to $0.23 per diluted share in the same quarter last year.

Third quarter 1999 sales increased $4.3 million  compared to the same quarter in
the prior year. Growth in domestic electronic and power fuse sales was offset by
a decline in  automotive  aftermarket  sales,  resulting in flat sales for North
America.  Sales grew 5 % in  constant  currency  and  declined 1 % in dollars in
Europe due to currency effects and lower automotive sales.  Increased  Southeast
Asian and  Korean  electronics  sales  along  with  favorable  currency  effects
contributed to a 29 % sales  increase in the  Asia-Pacific  region.  In constant
currency, sales increased 22 % in the Asia-Pacific region.

Electronic  sales  increased to $38.6  million in the third quarter of 1999 from
$33.8  million in the same  quarter of last year for an increase of $4.8 million
or 14 %.  Automotive  sales  declined to $23.4 million in the third quarter 1999
from $24.2  million the same quarter last year for a decrease of $0.8 million or
3 %.  The  decrease  was due to  lower  domestic  automotive  aftermarket  sales
resulting primarily from supplier delays. Power fuse sales grew to $11.3 million
in the third  quarter 1999 from $11.1  million the same quarter last year for an
increase of $0.2 million or 2 %.

Gross profit was $29.3  million or 40.0 % of sales for the third quarter of 1999
compared to $25.9 million or 37.5 % in the same quarter last year, primarily due
to continued cost reduction efforts and increased unit volume.

Operating  expenses  were $16.0 million or 21.9 % of sales for the third quarter
1999,  compared to $15.1  million or 21.8 % of sales for the same quarter in the
prior year. The amortization of the  reorganization  value and other intangibles
was 2.4 % of sales for the third quarter of 1999,  compared to 2.3 % of sales in
the third  quarter  of 1998.  Total  operating  expenses,  including  intangible
amortization,  were 24.3 % of sales in the third  quarter 1999 compared to 24.2%
of sales in the same quarter last year.

Operating income was $11.5 million or 15.7 % of sales for the third quarter 1999
compared to $9.2 million or 13.4 % of sales for the same quarter of last year.

Interest  expense was $1.3 million in the third quarter of this year compared to
$0.9 million in the third  quarter last year due to higher  average debt levels.
Other  income was $0.4  million for the third  quarter of 1999  compared to $0.2
million of other expense in the third quarter of the prior year.

Income before income taxes was $10.6 million for the third quarter 1999 compared
to $8.5  million for the third  quarter of 1998.  Income taxes were $4.0 million
with an effective  tax rate of 38% for the third  quarter 1999  compared to $3.2
million with an effective tax rate of 37 % in the third quarter of last year.

Net  income for the third  quarter  1999 was $6.6  million or $0.30 per  diluted
share  compared to $5.4 million or $0.23 per diluted  share for the same quarter
of last year.

Nine Months, 1999

Sales  increased 3 % to $214.4 million from $207.5 million last year.  Operating
income  increased 12 % to $31.5 million from $28.2 million the first nine months
of last year. Net income  increased 5 % to $17.6 million from $16.7 million last
year.  Earnings per diluted share  increased 13 % to $0.81 the first nine months
of 1999 compared to $0.72 for the same period last year.

Nine months  electronics  sales were up 4 % at $107.0 million compared to $102.4
million  last  year,  as  strong  Asia  Pacific  sales  and  improving  European
electronic sales more than offset lower Americas  electronic  sales.  Automotive
sales were up 1 % at $74.9  million  compared  to $74.0  million  last year,  as
higher OEM sales  were  partially  offset by sales  declines  in the  automotive
aftermarket.
Power fuse sales were up 5 % to $32.5 million from $31.1 million last year.

Gross  profit  was $83.2  million  or 38.8 % for the first  nine  months of 1999
compared  to $78.8  million  or 38.0 % the first nine  months of last year.  The
improvement  in  gross  profit  is  primarily  attributable  to  continued  cost
reduction efforts.

Operating  expenses  were  21.7 % of sales  for the  first  nine  months of 1999
compared to 21.9 % last year. The amortization of intangibles was 2.4 % of sales
for the first nine months of 1999 compared to 2.5 % last year.  Total  operating
expenses including intangibles  amortization were 24.1 % of sales the first nine
months 1999 compared to 24.4 % of sales the first nine months of last year.

Operating income increased to $31.5 million or 14.7 % of sales in the first nine
months 1999  compared to $28.2  million or 13.6 % last year due to  increases in
gross profit.

Interest  expense was $4.0  million  for the first nine months 1999  compared to
$2.6  million  for the first  nine  months of last year.  Other  income was $1.0
million  for the first nine  months of 1999  compared  to other  expense of $0.5
million for the same period last year. Income before taxes was $28.4 million for
the first  nine  months of 1999  compared  to $25.0  million  for the first nine
months of last year.  Income taxes were $10.8 million the first nine months 1999
compared to $8.3 million last year. Income taxes in 1998 were lower because of a
one-time event related to consolidation of Korean operations.

Net income for the first nine months of 1999 increased 5 % to $17.6 million from
$16.7  million for the same period last year.  Earnings  per share for the first
nine months of 1999  increased 13 % to $0.81 per diluted share compared to $0.72
per diluted share last year.

Liquidity and Capital Resources

Assuming no material  adverse  changes in market  conditions or interest  rates,
management expects that the Company will have sufficient cash from operations to
support both its operations and its current debt obligations for the foreseeable
future.

Littelfuse  started the 1999 year with $27.9 million of cash.  Net cash provided
by operations  was $21.6 million for the first nine months.  Cash used to invest
in property, plant and equipment was $16.5 million. Cash used to repay long term
debt and to  repurchase  stock was $25.5  million.  In addition,  proceeds  from
warrant and stock option exercises were $1.2 million, resulting in net financing
activities use of cash of $24.3  million.  The net decrease in cash for the nine
months  ended  October 2, 1999 was $19.3  million.  This left the Company with a
cash balance of approximately $8.6 million at October 2, 1999.

The ratio of current  assets to current  liabilities  was 1.9 to 1 at the end of
the third quarter 1999 compared to 2.1 to 1 at year end 1998 and 2.6 to 1 at the
end of the third quarter 1998. The days sales in receivables  was  approximately
72 days at the end of the third  quarter  1999  compared  to 62 days at year end
1998 and 57 days at third  quarter  end  1998.  The  increase  in days  sales in
receivables  is due primarily to delays in collection of money caused  primarily
by invoicing  problems related to conversion to a new system at the start of the
third  quarter.  Management  believes  that the  invoicing  problems  have  been
resolved  and is  expecting a reduction  in  accounts  receivable  in the fourth
quarter of this year. The days inventory  outstanding was  approximately 82 days
at third  quarter  end 1999  compared to 81 days at year end 1998 and 76 days at
third quarter end 1998.

The Company's  capital  expenditures  were $5.1 million for the third quarter of
1999 and $16.5 million through nine months of 1999, primarily for new machinery,
equipment and information systems. The Company expects that capital expenditures
for the year 1999 will be approximately $20-22 million.

The long-term  debt at the end of the third quarter 1999 consisted of four types
totaling  $70.3  million.  They are as  follows:  (1)  private  placement  notes
totaling $64.0 million,  (2) foreign revolver  borrowings totaling $3.6 million,
(3) notes payable  relating to mortgages  totaling  $0.5 million,  and (4) other
long-term  debt,  including  capital leases,  totaling $2.2 million.  These four
items  include  $14.9  million of senior  notes and  mortgage  notes,  which are
considered to be current.  This leaves net long-term debt totaling $55.4 million
at October 2, 1999.  The private  placement  notes carry interest rates of 6.31%
and 6.16%.  The Company has in place a $55.0 million  revolving credit facility,
none of which was drawn on October 2, 1999. The Company also has an $8.0 million
letter of credit facility, of which approximately $1.9 million was being used at
October 2, 1999.




<PAGE>


Year 2000

The  Company  utilizes  software,  hardware  and related  computer  technologies
essential to its operations  that use two digits rather than four to specify the
applicable  year,  which could  result in a date  recognition  problem  with the
transition to the year 2000.

Littelfuse  has surveyed its  significant  suppliers of raw  materials,  service
suppliers  and  customers  about the  status of their  year 2000  projects.  All
high-risk  suppliers  have been  identified  and  second  sources  qualified.  A
contingency plan is in place that will pull forward the purchase of critical raw
materials  during the fourth quarter to ensure adequate  inventories  during the
first months of the year 2000. Follow-ups are scheduled as appropriate to insure
compliance and management will decide if the contingency plan is necessary.

As of July 3, 1999, the Company had completed 100% of the remediation  phase for
its mission critical  information  technology,  operating  equipment systems and
external interface exposures.

The Company  utilized  both  internal  and  external  resources  to reprogram or
replace,  test,  and implement the  software,  operating  equipment and external
interfaces for year 2000 modifications.  The Company has incurred costs totaling
approximately  $11.0 million,  $1.0 million of which has been expensed and $10.0
million  of which has been  capitalized,  related to all phases of the year 2000
project.

The Company  believes that the foregoing  statements are in conformity  with the
Year 2000  Information  and Readiness  Disclosure  Act (Public Law 105-271,  112
Stat.  2386),  and all of the foregoing  statements  are designated as Year 2000
Readiness Disclosures  thereunder.  The protection of this act does not apply to
federal securities fraud.


Business Segment Information

The  Company  designs,   manufactures,  and  sells  circuit  protection  devices
throughout the world. The Company has three reportable geographic segments:  The
Americas,  Europe  and  Asia-Pacific.  The  circuit  protection  market in these
geographical segments is categorized into three major product areas: electronic,
automotive and power fuses.

The Company  evaluates the performance of each  geographic  segment based on its
net income or loss. The Company also accounts for  intersegment  sales as if the
sales were to third parties.

The Company's  reportable  segments are the business  units where the revenue is
earned and expenses are incurred.  The Company has subsidiaries in The Americas,
Europe,  and  Asia-Pacific  where each region is measured based on its sales and
operating income or loss.

Information  concerning  the  operations  in these  geographic  segments for the
period ended October 2, 1999 and October 3, 1998, is as follows (in thousands):

<TABLE>


                                          Three Months     Three Months                      Nine Months          Nine Months
                                             Ended             Ended                            Ended                Ended
                                          Oct 2, 1999       Oct 3, 1998                      Oct 2, 1999          Oct 3, 1998
                                          -----------       -----------                      -----------          -----------

Revenues
<S>                                        <C>               <C>                          <C>                    <C>
The Americas                               $  42,484         $  42,502                    $   124,496            $  127,836
Europe                                        11,200            11,277                         36,274                34,525
Asia-Pacific                                  19,607            15,256                         53,585                45,121
                                          -----------       -----------                   --------------        -----------
Combined Total                                73,291            69,035                        214,356               207,482
Corporate                                          0                 0                              0                     0
Reconciliation                                     0                 0                              0                     0
                                          ------------      ------------                  --------------        -----------
Consolidated Total                         $  73,291         $  69,035                    $   214,356           $  207,482
                                           ==========       ============                  ==============        ===========

Intersegment Revenues
The Americas                               $   8,425         $   7,175                    $   23,656            $   22,286
Europe                                         2,768             2,043                         8,141                 7,722
Asia-Pacific                                   1,005                76                         2,647                   162
                                           -----------      -------------                ---------------
Combined Total                                12,198             9,294                        34,444                30,170
Corporate                                          0                 0                             0                     0
Reconciliation                               (12,198)           (9,294)                      (34,444)              (30,170)
                                           -----------      -------------                ---------------
Consolidated Total                         $     -           $     -                      $      -              $      -
                                           ===========      =============                ===============        ==========

Interest Expense
The Americas                               $   1,260         $    825                     $    3,837            $   2,486
Europe                                             4                2                              7                    9
Asia-Pacific                                      66               75                            181                  139
                                           -----------      -------------                 ---------------      ----------
Combined Total                                 1,330              902                          4,025                2,634
Corporate                                          0                0                              0                    0
Reconciliation                                     0                0                              0                    0
                                          ------------      -------------                 ---------------      ----------
Consolidated Total                        $   1,330          $    902                      $   4,025            $   2,634
                                          ============      =============                 ===============      ==========


Depreciation and Amortization

The Americas                              $   2,767          $  2,000                      $   7,659            $   5,691
Europe                                          431               370                          1,092                  980
Asia-Pacific                                    957               820                          2,708                2,332
                                        --------------   ---------------                 ---------------      -------------
Combined Total                                4,155             3,190                         11,459                9,003
Corporate                                     2,259             2,210                          6,767                6,626
Reconciliation                                    0                 0                              0                    0
                                        -------------   -----------------                 ---------------     -------------
Consolidated Total                       $    6,414         $   5,400                      $  18,226            $   5,629
                                        =============   =================                 ===============     =============
<PAGE>

                                          Three Months     Three Months                      Nine Months        Nine Months
                                             Ended             Ended                            Ended              Ended
                                          Oct 2, 1999       Oct 3, 1998                      Oct 2, 1999        Oct 3, 1998
                                          -----------       -----------                      -----------        -----------
Other income (expense)
The Americas                              $    244           $    75                          $     782          $      49
Europe                                           7               (55)                               144                 12
Asia-Pacific                                   170               173                                 52               (607)
                                          ------------      -----------                       -----------       -----------
Combined Total                                 421               193                                978               (546)
Corporate                                        0                 0                                  0                  0
Reconciliation                                   0                 0                                  0                  0
                                         -------------      -----------                       -----------       -----------
Consolidated Total                       $    421           $    193                          $     978          $    (546)
                                         =============      ===========                       ===========       ===========

Income Tax Expense
The Americas                             $  2,437           $  1,589                          $   5,347          $   4,080
Europe                                        814                993                              3,080              3,070
Asia-Pacific                                  789                570                              2,372              1,130
                                        ---------------     ------------                       ----------      ------------
Combined Total                              4,040              3,152                             10,799              8,280
Corporate                                       0                  0                                  0                  0
Reconciliation                                  0                  0                                  0                  0
                                        ---------------     -------------                      ----------     -------------
Consolidated Total                      $   4,040            $ 3,152                           $ 10,799          $   8,280
                                        ===============     =============                      ==========     =============

Net Income
The Americas                            $   5,590            $ 4,702                           $ 14,841          $  15,817
Europe                                      1,683              2,279                              5,676              6,387
Asia-Pacific                                1,579                597                              3,871              1,170
                                        ------------        --------------                     ----------       -----------
Combined Total                              8,852              7,578                             24,388             23,374
Corporate                                  (2,264)            (2,212)                            (6,772)            (6,628)
Reconciliation                                  0                  0                                  0                  0
                                        ------------        --------------                     ----------       -----------
Consolidated Total                      $   6,588           $  5,366                           $ 17,616          $  16,746
                                        ============        ==============                     ==========       ===========



Revenues
Electronic                              $  38,586           $ 33,771                           $106,957          $ 102,454
Automotive                                 23,376              24,203                            74,907             74,260
Power                                      11,329              11,061                            32,492             30,768
                                        --------------      --------------                     ----------      ------------
Consolidated Total                      $  73,291           $  69,035                          $214,356          $ 207,482
                                        ==============      ==============                     ==========      ============
</TABLE>

Revenues  from no single  customer of the Company  amount to 10% or more for the
quarter ended October 2, 1999.

"Safe Harbor"  Statement under the Private  Securities  Litigation Reform Act of
1995.

The preceding  commentary presents  management's  discussion and analysis of the
Company's  financial  condition  and  results  of  operations  for  the  periods
presented.  Certain of the statements included above,  including those regarding
future financial  performance or results or those that are not historical facts,
are or  contain  "forward-looking"  information  as that term is  defined in the
Securities  Exchange Act of 1934,  as amended.  The words  "expect,"  "believe,"
"anticipate,"  "project,"  "estimate,"  and similar  expressions are intended to
identify forward-looking  statements. The Company cautions readers that any such
statements  are  not  guarantees  of  future  performance  or  events  and  such
statements  involve risks,  uncertainties  and  assumption,  including,  but not
limited to, product demand and market  acceptance  risks, the effect of economic
conditions,  the impact of competitive products and pricing, product development
and  patent  protection,   commercialization  and  technological   difficulties,
capacity  and  supply  constraints  or  difficulties,   actual  purchases  under
agreements,  the effect of the Company's accounting policies,  and other factors
discussed  above and in the  Company's  Annual  Report on Form 10-K for the year
ended  January  2,  1999.  Should  one or more of these  risks or  uncertainties
materialize or should the underlying assumptions prove incorrect, actual results
and  outcomes  may  differ  materially  from those  indicated  or implied in the
forward-looking  statements.  This  review  should be read in  conjunction  with
information  provided in the  financial  statements  appearing in the  Company's
Annual Report on Form 10-K for the year ended January 2, 1999.

PART II - OTHER INFORMATION

Item 5:           Other Information

On October 21, 1999, the Company  announced it had completed the  acquisition of
Harris  Corporation's  Suppression Products Group for $25.7 million in cash. The
purchase  was  funded  with  cash on hand and $20  million  from  the  Company's
existing  credit  facility.  The  Suppression  Products Group  manufactures  and
markets a broad line of transient  voltage  suppression  devices.  With this new
line of products, the Company expands its circuit protection business to include
some segments of the overvoltage protection market.


Item 6:           Exhibits and Reports on Form 8-K

                  (a)          Exhibit                       Description

                               Exhibit No. 27           Financial Data Schedule

                    (b)  There were no  reports  on Form 8-K during the  quarter
                         ended October 2, 1999.


<PAGE>


                                   SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly caused this  Quarterly  Report on Form 10-Q for the quarter
ended October 2, 1999, to be signed on its behalf by the  undersigned  thereunto
duly authorized.


                                                         Littelfuse, Inc.


Date:  November 16, 1999                      By  /s/ Philip G. Franklin
                                                --------------------------------
                                                      Philip  G.  Franklin  Vice
                                                     President,  Treasurer,  and
                                                     Chief Financial Officer (As
                                                     duly authorized officer and
                                                     as the principal  financial
                                                     and accounting officer)






<TABLE> <S> <C>

<ARTICLE>                                           5
<CIK>                                              0000889331
<NAME>                                             Littelfuse, Inc.
<MULTIPLIER>                                       1000
<CURRENCY>                                         us dollar

<S>                                                   <C>
<PERIOD-TYPE>                                       9-mos
<FISCAL-YEAR-END>                                   JAN-1-2000
<PERIOD-START>                                      Jul-4-1999
<PERIOD-END>                                        Oct-2-1999
<EXCHANGE-RATE>                                     1.0
<CASH>                                                       8,588
<SECURITIES>                                                     0
<RECEIVABLES>                                               55,902
<ALLOWANCES>                                                     0
<INVENTORY>                                                 39,285
<CURRENT-ASSETS>                                           110,972
<PP&E>                                                      81,178
<DEPRECIATION>                                              13,012
<TOTAL-ASSETS>                                             248,543
<CURRENT-LIABILITIES>                                       57,558
<BONDS>                                                          0
                                            0
                                                      0
<COMMON>                                                       196
<OTHER-SE>                                                       0
<TOTAL-LIABILITY-AND-EQUITY>                               248,543
<SALES>                                                    214,357
<TOTAL-REVENUES>                                           214,357
<CGS>                                                      131,200
<TOTAL-COSTS>                                              131,200
<OTHER-EXPENSES>                                                 0
<LOSS-PROVISION>                                                 0
<INTEREST-EXPENSE>                                           4,026
<INCOME-PRETAX>                                             28,415
<INCOME-TAX>                                                10,799
<INCOME-CONTINUING>                                              0
<DISCONTINUED>                                                   0
<EXTRAORDINARY>                                                  0
<CHANGES>                                                        0
<NET-INCOME>                                                17,616
<EPS-BASIC>                                                 0.90
<EPS-DILUTED>                                                 0.81



</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission