<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JANUARY 29, 2000.
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
Commission File No. 0-20572
PATTERSON DENTAL COMPANY
------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
Minnesota 41-0886515
--------- ----------
(State of Incorporation) (IRS Employer Identification No.)
1031 Mendota Heights Road, St. Paul, Minnesota 55120
----------------------------------------------------
(Address of Principal Executive Offices)
(Zip Code)
(651) 686-1600
----------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
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 at least the past 90 days.
X Yes No
-------- ---------
Patterson Dental Company has outstanding 33,670,406 shares of common stock as of
March 7, 2000.
Page 1 of 14
<PAGE>
PATTERSON DENTAL COMPANY
INDEX
Page
----
PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements 3-7
Condensed Consolidated Balance Sheets as of January 29,
2000 and April 24, 1999 3
Condensed Consolidated Statements of Income for the
Three Months and Nine Months Ended January 29, 2000
and January 23, 1999 4
Condensed Consolidated Statements of Cash Flows for
the Nine Months Ended January 29, 2000 and January
23, 1999 5
Notes to Condensed Consolidated Financial Statements 6-7
Item 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations 8-12
PART II - OTHER INFORMATION
Item 6 - Exhibits and Reports on Form 8-K 13
Signatures 14
Safe Harbor Statement Under The Private Securities Litigation Reform Act Of
1995:
This Form 10-Q for the period ended January 29, 2000, contains certain
forward-looking statements as defined in the Private Securities Litigation
Reform Act of 1995, which may be identified by the use of forward-looking
terminology such as "may", "will", "expect", "anticipate", "estimate",
"believe", "goal", or "continue", or comparable terminology that involves risks
and uncertainties and that are qualified in their entirety by cautionary
language set forth in the Company's Annual Report on Form 10-K filed July 19,
1999, and other documents filed with the Securities and Exchange Commission. See
also pages 11-12 of this Form 10-Q.
2
<PAGE>
PART I FINANCIAL INFORMATION
PATTERSON DENTAL COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
ASSETS
<TABLE>
<CAPTION>
January 29, April 24,
2000 1999
----------- ---------
(unaudited)
<S> <C> <C>
Current assets:
Cash and cash equivalents............................................. $ 81,871 $ 78,746
Short-term investments................................................ 6,662 ---
Receivables, net...................................................... 108,601 112,521
Inventory............................................................. 110,053 91,722
Prepaid expenses and other current assets............................. 5,318 3,655
-------- --------
Total current assets........................................... 312,505 286,644
Property and equipment, net.................................................. 45,088 37,018
Intangibles, net ............................................................ 45,588 46,867
Long-term receivables, net................................................... 15,930 1,575
Other........................................................................ 1,610 1,146
-------- --------
Total assets.................................................. $420,721 $373,250
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable...................................................... $ 72,985 $ 67,213
Accrued payroll expense............................................... 15,777 14,342
Other accrued expenses................................................ 11,760 16,722
Current maturities of long-term debt.................................. 357 415
-------- --------
Total current liabilities...................................... 100,879 98,692
Long-term debt............................................................... 1,362 1,682
Deferred taxes............................................................... 1,660 1,650
-------- --------
Total liabilities.............................................. 103,901 102,024
Deferred credits............................................................. 5,363 6,027
Stockholders' equity:
Preferred stock....................................................... --- ---
Common stock.......................................................... 337 336
Additional paid-in capital............................................ 65,975 66,992
Accumulated other comprehensive loss.................................. (1,439) (2,222)
Retained earnings..................................................... 260,252 213,761
Note receivable from ESOP............................................. (13,668) (13,668)
-------- --------
Total stockholders' equity..................................... 311,457 265,199
-------- --------
Total liabilities and stockholders' equity..................... $420,721 $373,250
======== ========
</TABLE>
See accompanying notes.
3
<PAGE>
PATTERSON DENTAL COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands except per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
------------------- ---------------------
Jan. 29, Jan. 23, Jan. 29, Jan. 23,
2000 1999 2000 1999
-------- -------- -------- --------
(40 weeks) (39 weeks)
<S> <C> <C> <C> <C>
Net sales.......................................... $260,172 $230,176 $763,206 $643,574
Cost of sales ..................................... 163,756 144,335 482,470 405,218
-------- -------- -------- --------
Gross profit ...................................... 96,416 85,841 280,736 238,356
Operating expenses ................................ 70,445 64,343 210,313 181,939
-------- -------- -------- --------
Operating income .................................. 25,971 21,498 70,423 56,417
Other income and expense:
Amortization of deferred credits .............. 222 222 664 665
Finance income, net ........................... 1,285 462 3,325 1,263
Interest expense .............................. (37) (113) (139) (398)
Profit (loss) on currency exchange ............ 31 (9) (5) (154)
-------- -------- -------- --------
Income before income taxes ........................ 27,472 22,060 74,268 57,793
Income taxes ...................................... 10,280 8,312 27,776 21,919
-------- -------- -------- --------
Net income ........................................ $ 17,192 $ 13,748 $ 46,492 $ 35,874
======== ======== ======== ========
Earnings per share - basic ........................ $ 0.51 $ 0.41 $ 1.38 $ 1.08
======== ======== ======== ========
Earnings per share - diluted ...................... $ 0.51 $ 0.41 $ 1.38 $ 1.07
======== ======== ======== ========
</TABLE>
See accompanying notes.
4
<PAGE>
PATTERSON DENTAL COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
-------------------------
Jan. 29, Jan. 23,
2000 1999
---------- ----------
(40 weeks) (39 weeks)
<S> <C> <C>
Operating activities:
Net income..................................................... $ 46,492 $ 35,874
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation............................................ 5,030 4,505
Amortization of deferrals............................... (664) (664)
Amortization of goodwill................................ 2,236 2,011
Bad debt expense........................................ 890 755
Change in assets and liabilities, net of acquired....... (12,372) (39,151)
-------- --------
Net cash provided by operating activities............................. 41,612 3,330
Investing activities:
Proceeds from sale of facilities............................... --- 2,250
Additions to property and equipment, net....................... (12,700) (5,331)
Acquisitions, net.............................................. (2,842) (344)
Purchase of short-term investments............................. (6,662) ---
Investment in equipment contracts.............................. (14,940) ---
-------- --------
Net cash used in investing activities................................ (37,144) (3,425)
Financing activities:
Decrease in bank indebtedness.................................. --- (632)
Payments and retirement of long-term debt and
obligations under capital leases............................. (457) (3,232)
Common stock issued (purchased), net........................... (1,016) 3,151
-------- --------
Net cash used in financing activities ................................ (1,473) (713)
Effect of exchange rate changes on cash............................... 130 (29)
-------- --------
Net increase (decrease) in cash and cash equivalents.................. 3,125 (837)
Cash and cash equivalents at beginning of period...................... 78,746 35,619
-------- --------
Cash and cash equivalents at end of period............................ $ 81,871 $ 34,782
======== ========
</TABLE>
See accompanying notes.
5
<PAGE>
PATTERSON DENTAL COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except per share data)
(Unaudited)
January 29, 2000
1. In the opinion of management, the accompanying unaudited condensed
consolidated financial statements contain all adjustments necessary to
present fairly the financial position as of January 29, 2000, and the
results of operations and the cash flows for the periods ended January 29,
2000, and January 23, 1999. Such adjustments are of a normal recurring
nature. The results of operations for the quarter ended January 29, 2000,
and January 23, 1999, are not necessarily indicative of the results to be
expected for the full year. The balance sheet at April 24, 1999, is derived
from the audited balance sheet as of that date. These financial statements
should be read in conjunction with the financial statements included in the
1999 Annual Report on Form 10-K filed on July 19, 1999.
2. The fiscal year end of the Company is the last Saturday in April. The third
quarter of fiscal year 2000 and 1999 represent the 13 weeks ended January
29, 2000 and January 23, 1999, respectively. The first nine months of
fiscal year 2000 include 40 weeks while the first nine months of fiscal
year 1999 include 39 weeks.
3. Cash equivalents consist of investments in money market funds, highly rated
commercial paper and government securities. The maturities of these
securities at the time of purchase is 90 days or less. Short-term
investments consist of highly rated commercial paper and government
securities with maturities longer than 90 days at the date of purchase. All
cash equivalents and short-term investments are classified as available for
sale and cost approximates market value.
4. The Company made the following acquisitions that affect the periods covered
by these financial statements:
Dentaplex, Inc. July 27, 1998
J&S Dental Supply Company, Inc. February 9, 1999
Barr Dental Supply, Inc. June 28, 1999
Kentucky Dental Supply Company, Inc. October 25, 1999
These acquisitions were accounted for as purchases and, accordingly, the
net assets and operating results are included in the Company's financial
statements from the date of acquisition. The results of operations of these
acquisitions individually, and in the aggregate, were not material to the
financial statements on a pro forma basis.
5. On February 5, 1999, the Company acquired Professional Business Systems,
Inc. in exchange for 214,317 shares of common stock. The acquisition was
accounted for as a pooling-of-interests and was not material to the
financial statements on a pro forma basis. The financial statements have
not been restated to reflect the financial position and results of the
operations prior to the date of acquisition based on materiality.
6
<PAGE>
6. Total comprehensive income was $17,625 and $47,275 for the three and nine
months ended January 29, 2000 and $14,084 and $34,628 for the three and
nine months ended January 23, 1999, respectively.
7. The following table sets forth the denominator for the computation of basic
and diluted earnings per share:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
------------------- --------------------
Jan. 29, Jan. 23, Jan. 29, Jan. 23,
2000 1999 2000 1999
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Denominator:
Denominator for basic earnings per
share - weighted-average shares 33,687 33,360 33,672 33,325
Effect of dilutive securities:
Director Stock Option Plan 62 60 61 57
Employee Stock Purchase Plan 4 5 5 5
Capital Accumulation Plan 44 47 45 45
------ ------ ------ -------
Dilutive potential common shares 110 112 111 107
------ ------ ------ ------
Denominator for diluted earnings per
share - adjusted weighted-average
shares and assumed conversions 33,797 33,472 33,783 33,432
====== ====== ====== ======
</TABLE>
7
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The following table sets forth, for the periods indicated, the percentage of net
sales represented by certain operational data.
Three Months Ended Nine Months Ended
-------------------- -------------------
Jan. 29, Jan. 23, Jan. 29, Jan. 23,
2000 1999 2000 1999
-------- -------- -------- --------
Net sales ........................ 100.0% 100.0% 100.0% 100.0%
Cost of sales .................... 62.9% 62.7% 63.2% 63.0%
----- ----- ----- -----
Gross profit ..................... 37.1% 37.3% 36.8% 37.0%
Operating expenses ............... 27.1% 28.0% 27.6% 28.3%
----- ----- ----- -----
Operating income ................. 10.0% 9.3% 9.2% 8.7%
Other income and expense, net .... 0.6% 0.3% 0.5% 0.3%
----- ----- ----- -----
Income before income taxes ....... 10.6% 9.6% 9.7% 9.0%
Income taxes ..................... 4.0% 3.6% 3.6% 3.4%
----- ----- ----- -----
Net income ....................... 6.6% 6.0% 6.1% 5.6%
===== ===== ===== =====
QUARTER ENDED JANUARY 29, 2000 COMPARED TO QUARTER ENDED JANUARY 23, 1999.
Net Sales. Net sales increased 13.0% to $260.2 million for the three
months ended January 29, 2000 ("Current Quarter") from $230.2 million for
the three months ended January 23, 1999 ("Prior Quarter"). All product
categories contributed to the sales increase. Sales of dental sundry
products increased 16.3% due primarily to an increase in the customer base
and a 9 percent year-to-year increase in the sales force. Equipment sales
increased 5.3% over the Prior Quarter despite an equipment financing
promotion in 1999 that benefited the Prior Quarter. Sales of Colwell
printed office products were up 29.8%, which included the February 1999
acquisition of Professional Business Systems ("PBS"). Excluding the impact
of PBS, sales were up 6.2%. EagleSoft software and related product sales
were up 29.5%. Sales in Canada improved 31.3%, benefiting from an improving
economy.
8
<PAGE>
Gross Profit. Gross profit margin declined to 37.1% for the Current
Quarter from 37.3% for the Prior Quarter. The 20 basis point gross margin
decrease was due primarily to the absence of certain buying opportunities
that were available last year. Gross profit increased 12.3% to $96.4
million for the Current Quarter from $85.8 million for the Prior Quarter.
The increase in gross profit was due to increased sales.
Operating Expenses. Operating expenses increased 9.5% to $70.4 million
for the Current Quarter from $64.3 million for the Prior Quarter. The
increase in operating expenses was principally related to the higher sales
volume and greater occupancy costs. Operating expenses as a percent of
sales, however, decreased from 28.0% in the Prior Quarter to 27.1% in the
Current Quarter.
Operating Income. Operating income increased 20.8% to $26.0 million
for the Current Quarter from $21.5 million for the Prior Quarter. Operating
income as a percent of net sales increased from 9.3% to 10.0%, due to
improved operating leverage.
Finance Income. Finance income, net of expenses, was $1.3 million for
the Current Quarter compared to $.5 million for the Prior Quarter. Finance
income increased $.8 million due primarily to higher average short-term
investments of cash.
Income Taxes. The effective income tax rate decreased slightly to
37.4% for the Current Quarter from 37.7% for the Prior Quarter.
Net Income. Net income was $17.2 million, up $3.5 million or 25.1%
from $13.7 million reported in the second quarter of last year due to the
factors discussed above.
Earnings Per Share. Earnings per share were 51 cents which represents
a 10 cent or 24.4% increase over the same quarter a year ago.
NINE MONTHS ENDED JANUARY 29, 2000 COMPARED TO NINE MONTHS ENDED JANUARY 23,
1999.
Net Sales. Net sales increased 18.6% to $763.2 million for the nine
months ended January 29, 2000 ("Current Period") from $643.6 million for
the nine months ended January 23, 1999 ("Prior Period"). The Current Period
includes 40 weeks versus 39 weeks in the Prior Period. Excluding the impact
of the additional week, sales increased approximately 16%. Sales references
in parentheses exclude the additional week. Sales of consumables increased
19.4%(16%) due primarily to contributions from an expanded sales force and
an increase in the number of customers. Equipment sales increased
14.4%(12%) due to strong demand across all product lines. Sales of printed
office products through Colwell Systems were up 33.9%. Excluding the impact
of the acquisition of PBS and the additional week sales increased
approximately 6%. An expanded product offering and better account
penetration by the dental sales force were the major factors contributing
to the increase. Sales of EagleSoft software and related services increased
51.1%(47%) as customers upgraded their systems to be year 2000 compliant.
Gross Profit. Gross profit margin decreased to 36.8% for the Current
Period from 37.0% for the Prior Period due primarily to the absence of
certain buying opportunities that were available last year. Gross profit
increased 17.8% to $280.7 million for the Current Period from $238.4
million for the Prior Period. The increase in gross profit was due
primarily to the increase in sales volume.
9
<PAGE>
Operating Expenses. Operating expenses increased 15.6% to $210.3
million for the Current Period from $181.9 million for the Prior Period.
The majority of the increase in operating expenses was related to greater
sales volume, incentive compensation and higher health care costs.
Operating expenses as a percent of sales declined from 28.3% to 27.6% due
to improved operating leverage.
Operating Income. Operating income increased 24.8% to $70.4 million
for the Current Period from $56.4 million for the Prior Period. As a
percent of net sales, operating income increased from 8.7% to 9.2%, due to
better leverage of the Company's infrastructure.
Finance Income. Finance income, net of expenses, was $3.3 million for
the Current Period compared to $1.3 million for the Prior Period. Finance
income increased $2.0 million due primarily to increased average short-term
investments of cash.
Income Taxes. The effective income tax rate decreased to 37.4% for the
Current Period from 37.9% for the Prior Period as a result of operating
profit in Canada and utilization of tax-loss carryforwards in that country.
Net Income. Net income was $46.5 million, up $10.6 million or 29.6 %
from $35.9 million reported in the first nine-months of last year due to
the factors discussed above.
Earnings Per Share. Diluted earnings per share were $1.38 which
represents a 31 cent or 29.0% increase over the same period a year ago.
LIQUIDITY AND CAPITAL RESOURCES
The Company's financial condition remains strong. Cash generated from
operating activities was the principal source of funds during the nine
months ended January 29, 2000 and was used primarily to invest in working
capital and fund capital expenditures.
Operating activities generated cash of $41.6 million in the first nine
months of 2000, compared to the same period in 1999 where operating
activities provided cash of $3.3 million. The increase of $38.3 million was
due to a number of favorable factors, including a $10.6 million increase in
net income, a decrease in accounts receivable, resulting from a special
equipment financing program which ended in the third quarter of 1999 and a
change in the timing of accounts payable payments. This was offset by an
increase in inventory resulting from safety stock purchases for Y2K and the
temporary duplication of the new distribution center inventory build-up.
Both of these factors will be worked through the system by the end of the
fiscal year. Inventory turnover did increase from 6.1 turns at January 23,
1999 to 6.3 turns at January 29, 2000.
Capital expenditures for the first nine months of 2000 were $12.7 million
compared with $5.3 million for the same period in 1999. The increase
reflects spending for the new distribution center which came on line in
February 2000.
10
<PAGE>
The investment in equipment contracts resulted from the decision to hold,
as opposed to sell, $20.1 million of equipment contracts receivable, $14.9
million of which was classified as a long-term asset on the balance sheet.
If these contracts had been sold the proceeds would have been invested in
short-term investment instruments. By holding the contracts, the return to
the Company is enhanced without a significant increase in risk.
In September 1999, the Board of Directors authorized the repurchase of up
to one million shares of our common stock. For the nine months ended
January 29, 2000, the Company repurchased 90,000 shares for $3.8 million.
Available liquid resources at January 29, 2000 consisted of $88.5 million
of cash and short-term investments and $23.2 million available under
existing bank lines at January 29, 2000. The Company believes that cash and
short-term investments and the remainder of its credit lines are sufficient
to meet any existing and presently anticipated cash needs. In addition,
because of its low debt to equity ratio, the Company believes it has
sufficient debt capacity to replace its existing revolver and provide the
necessary funds to achieve its corporate objectives.
IMPACT OF YEAR 2000
In prior quarters, the Company discussed the nature and progress of its
plans to become Year 2000 ready. In late 1999, the Company completed its
remediation and testing of its major information technology and technology
reliant operating systems. As a result of those planning and implementation
efforts, the Company experienced no significant disruptions in mission
critical information technology and technology reliant operating systems
and believes those systems successfully responded to the Year 2000 date
change. The Company is not aware of any material problems resulting from
Year 2000 issues, either with its products, its internal systems, or the
products and services of third parties. The Company will continue to
monitor its mission critical computer applications and those of its
suppliers and vendors throughout the year 2000 to ensure that any latent
Year 2000 matters that may arise are addressed promptly.
FACTORS THAT MAY AFFECT FUTURE OPERATING RESULTS
Certain information of a non-historical nature contain forward-looking
statements. Words such as "believes", "expects", "plans", "estimates" and
variations of such words are intended to identify such forward-looking
statements. The statements are not guaranties of future performance and are
subject to certain risks, uncertainties or assumptions that are difficult
to predict: therefore, the Company cautions shareholders and prospective
investors that the following important factors, among others, could in the
future affect the Company's actual operating results which could differ
materially from those expressed in any forward-looking statements. The
statements under this caption are intended to serve as cautionary
statements within the meaning of the Private Securities Litigation Reform
Act of 1995. The following information is not intended to limit in any way
the characterization of other statements or information under other
captions as cautionary statements for such purpose. The order in which such
factors appear below should not be construed to indicate their relative
importance or priority.
o Reduced growth in expenditures for dental services by private dental
insurance plans.
11
<PAGE>
o Accuracy of the Company's assumptions concerning future per capita
expenditures for dental services, including assumptions as to
population growth and the demand for preventive dental services such
as periodontic, endodontic and orthodontic procedures.
o The rate of growth in demand for infection control products currently
used for prevention of the spread of communicable diseases such as
AIDS, hepatitis and herpes.
o The effects of health care reform, increasing emphasis on controlling
health care costs and legislation or regulation of health care
pricing, all of which may affect the ability of dentists to obtain
reimbursement for use of new and state-of-the-art procedures and
technologies.
o The effects of, and changes in, U.S. and world social and economic
conditions, monetary and fiscal conditions, laws and regulations,
other activities of governments, agencies and similar organizations,
trade policies and taxes, import and other charges, inflation and
monetary fluctuations; the ability or inability of the Company to
obtain or hedge against foreign currencies, foreign exchange rates and
fluctuations in those rates.
o Ability of the Company to retain its base of customers and to increase
its market share.
o The ability of the Company to maintain satisfactory relationships with
qualified and motivated sales personnel.
o Changes in economics of dentistry affecting dental practice growth and
the demand for dental products, including the ability and willingness
of dentists to invest in high-technology diagnostic and therapeutic
products.
o The Company's ability to meet increased competition from national,
regional and local full-service distributors and mail-order
distributors of dental products, while maintaining current or improved
profit margins.
o Continued ability of the Company to maintain satisfactory
relationships with key vendors and the ability of the Company to
create relationships with additional manufacturers of quality,
innovative products.
o Future operating results of the Company's printed office products
group depends upon its ability to attract and retain customers by
offering quick response time and innovative products that meet
industry reporting standards. Because the cost of paper stock
represents over half the cost of its paper and printed products,
future operating results may be subject to fluctuations in paper
prices. In addition, the introduction of computer-based technologies
into the management of health care practices may affect future demand
for printed products.
12
<PAGE>
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Item 27 Financial Data Schedule.
(b) No reports on Form 8-K were filed during the quarter for which
this report is filed.
All other items under Part II have been omitted because they are inapplicable or
the answers are negative, or, in the case of legal proceedings, were previously
reported in the annual report on Form 10-K filed July 19, 1999.
13
<PAGE>
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.
PATTERSON DENTAL COMPANY
(Registrant)
Dated: March 13, 2000
By: /s/ R. Stephen Armstrong
-----------------------------------
R. Stephen Armstrong
Executive Vice President, Treasurer
and Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)
14
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> APR-29-2000
<PERIOD-START> APR-25-1999
<PERIOD-END> JAN-29-2000
<CASH> 81,871
<SECURITIES> 6,662
<RECEIVABLES> 113,424
<ALLOWANCES> 4,823
<INVENTORY> 110,053
<CURRENT-ASSETS> 312,505
<PP&E> 79,597
<DEPRECIATION> 34,509
<TOTAL-ASSETS> 420,721
<CURRENT-LIABILITIES> 100,879
<BONDS> 1,362
0
0
<COMMON> 337
<OTHER-SE> 311,120
<TOTAL-LIABILITY-AND-EQUITY> 420,721
<SALES> 763,206
<TOTAL-REVENUES> 763,206
<CGS> 482,470
<TOTAL-COSTS> 482,470
<OTHER-EXPENSES> 209,423
<LOSS-PROVISION> 890
<INTEREST-EXPENSE> 139
<INCOME-PRETAX> 74,268
<INCOME-TAX> 27,776
<INCOME-CONTINUING> 46,492
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 46,492
<EPS-BASIC> 1.38
<EPS-DILUTED> 1.38
</TABLE>