SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
XX QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 For
the quarterly period ended June 30, 1996
OR
___ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________ to _________
Commission file number 0-21052
ALLTRISTA CORPORATION
State of Indiana 35-1828377
345 South High Street, P.O. Box 5004
Muncie, IN 47307-5004
317/281-5000
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at June 30,1996
- -------------------- ---------------------------
Common Stock,
without par value 7,900,759 shares
This document contains 14 pages. The exhibit index is on page 13 of 14.
Page 1 of 14
<PAGE>
ALLTRISTA CORPORATION
Quarterly Report on Form 10-Q
For the period ended June 30, 1996
INDEX
Page Number
PART I. FINANCIAL INFORMATION:
Item 1. Financial Statements
Unaudited Condensed Statement of Income
for the three and six month periods ended
June 30, 1996 and July 2, 1995 3
Unaudited Condensed Balance Sheet at
June 30, 1996 and December 31, 1995 4
Unaudited Condensed Statement of Cash
Flows for the six month periods ended
June 30, 1996 and July 2, 1995 5
Notes to Unaudited Condensed Financial
Statements 6 - 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8 - 10
PART II. OTHER INFORMATION 11
Page 2 of 14
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
<CAPTION>
ALLTRISTA CORPORATION AND SUBSIDIARIES
UNAUDITED CONDENSED STATEMENT OF INCOME
(thousands of dollars except per share amounts)
Three month period ended Six month period ended
June 30, July 2, June 30, July 2,
1996 1995 1996 1995
---------- --------- ---------- ---------
<S> <C> <C> <C> <C>
Net sales $ 69,398 $66,614 $120,526 $117,971
Costs and expenses
Cost of sales 46,643 46,725 84,195 85,237
Selling, general and
administrative expenses 12,101 10,525 19,854 18,400
---------- ----------- ---------- ---------
Operating earnings 10,654 9,364 16,477 14,334
Interest expense, net (842) (958) (1,588) (1,924)
---------- ----------- ---------- ---------
Income from continuing operations
before taxes 9,812 8,406 14,889 12, 410
Provision for income taxes (3,908) (3,359) (5,895) (4,958)
---------- ----------- ---------- ---------
Income from continuing operations 5,904 5,047 8,994 7,452
---------- ----------- ---------- ---------
Discontinued operation:
Earnings(loss) from discontinued
operation, net of income taxes
of $(216) and $352 for the
three month periods and $0 and
$654 for the six month
periods, respectively (267) 524 - 971
Net gain or loss on disposal of
discontinued operation - - - -
---------- ----------- ----------- ---------
Income(loss) from
discontinued operation (267) 524 - 971
---------- ----------- ----------- ---------
Net income $ 5,637 $5,571 $8,994 $8,423
========== =========== =========== =========
Per share of common stock:
Income from continuing operations
Primary earnings per share $ .73 $ .63 $ 1.12 $ .93
========== =========== =========== ==========
Fully diluted earnings per share $ .73 $ .63 $ 1.11 $ .93
========== =========== =========== ==========
Net income
Primary earnings per share $ .70 $ .69 $ 1.12 $ 1.05
========== =========== =========== ==========
Fully diluted earnings per share $ .70 $ .69 $ 1.11 $ 1.05
========== =========== =========== ==========
See accompanying notes to unaudited condensed financial statements.
</TABLE>
Page 3 of 14
<PAGE>
<TABLE>
<CAPTION>
ALLTRISTA CORPORATION AND SUBSIDIARIES
UNAUDITED CONDENSED BALANCE SHEET
(thousands of dollars)
June 30, December 31,
1996 1995
-------------- --------------
<S> <C> <C>
ASSETS
Current assets
Cash and cash equivalents $ 5,955 $ 2,333
Accounts receivable, net 48,659 36,387
Inventories
Raw materials and supplies 10,262 28,373
Work in process and finished goods 29,920 26,202
Deferred taxes 2,849 2,849
Prepaid expenses 631 607
------------ -------------
Total current assets 98,276 96,751
------------ -------------
Property, plant and equipment, at cost 151,677 196,135
Accumulated depreciation (102,536) (140,052)
------------ -------------
49,141 56,083
Intangibles and other assets 18,798 9,816
------------ -------------
Total assets $166,215 $162,650
============ =============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Notes payable $ 1,580 $ 3,500
Accounts payable 19,468 23,376
Other current liabilities 18,148 18,063
------------ -------------
Total current liabilities 39,196 44,939
------------ -------------
Noncurrent liabilities
Long-term debt 30,000 30,000
Deferred taxes on income 687 687
Other noncurrent liabilities 8,475 7,773
------------ -------------
Total noncurrent liabilities 39,162 38,460
------------ -------------
Contingencies
Shareholders' equity:
Common stock (includes 7,930,365 common
shares issued and 7,900,759 shares
outstanding at June 30, 1996) 40,686 40,679
Retained earnings 47,959 38,965
Minimum pension liability (367) (367)
Cumulative translation adjustment (22) (26)
------------ -------------
88,256 79,251
Less treasury stock (16,877 shares, at cost) (399) -
------------ -------------
Total shareholders' equity 87,857 79,251
------------ -------------
Total liabilities and shareholders' equity $166,215 $162,650
============ =============
See accompanying notes to unaudited condensed financial statements.
</TABLE>
Page 4 of 14
<PAGE>
<TABLE>
<CAPTION>
ALLTRISTA CORPORATION AND SUBSIDIARIES
UNAUDITED CONDENSED STATEMENT OF CASH FLOWS
(thousands of dollars)
Six month period ended
June 30, July 2,
1996 1995
------------ ----------
<S> <C> <C>
Cash flows from operating activities
Net income $8,994 $8,423
Reconciliation of net income to net cash
provided by operating activities:
Depreciation and amortization 5,554 6,442
Loss on disposal of fixed assets 590 45
Deferred employee benefits 542 494
Other 11 159
Changes in working capital components (2,210) (23,931)
------------ ----------
Net cash provided by (used in)
operating activities 13,481 (8,368)
------------ ----------
Cash flows from financing activities
Proceeds from notes payable 20,526 17,213
Principal payments of notes payable (22,446) (5,122)
Proceeds from issuance of common stock 1,809 1,463
Purchase of treasury stock (2,194) -
------------ ----------
Net cash (used in) provided by financing
activities (2,305) 13,554
------------ ----------
Cash flows from investing activities
Additions to property, plant and equipment,
including product line acquisition (21,976) (4,923)
Proceeds from sale of property, plant
and equipment 38 99
Cash proceeds from the sale of certain assets
of discontinued operation 14,384 -
------------ ----------
Net cash used in investing activities (7,554) (4,824)
------------ ----------
Net increase in cash 3,622 362
Cash and cash equivalents, beginning of period 2,333 1,229
------------ ----------
Cash and cash equivalents, end of period $5,955 $ 1,591
============ ==========
See accompanying notes to unaudited condensed financial statements.
</TABLE>
Page 5 of 14
<PAGE>
ALLTRISTA CORPORATION AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
1. Presentation of Condensed Financial Statements
Certain information and footnote disclosures, including significant
accounting policies normally included in financial statements prepared in
accordance with generally accepted accounting principles, have been
condensed or omitted. In the opinion of management, the accompanying
condensed financial statements include all adjustments necessary for a fair
presentation of the results for the interim periods presented. Results of
operations for the periods shown are not necessarily indicative of results
for the year, particularly in view of some seasonality in the Consumer
Products business. The accompanying unaudited condensed financial statements
should be read in conjunction with the Consolidated Financial Statements and
Notes to Consolidated Financial Statements of Alltrista Corporation and
Subsidiaries included in the Company's latest annual report.
2. Contingencies
The Company is subject to and involved in claims arising out of the conduct
of its business including those relating to product liability, environmental
and safety and health matters. The Company's information at this time does
not indicate that the resolution of the aforementioned claims will have a
material, adverse effect upon financial condition, results of operations,
cash flows or competitive position of the Company.
3. Earnings per share
Earnings per share for the periods are computed by dividing net income for
the period by the sum of the weighted average number of shares outstanding
for the period and the common stock equivalents which result from stock
option activity.
4. Acquisition of assets
On March 15, 1996, the Company acquired certain assets related to the home
food preservation product line of Kerr Group, Inc. ("Kerr") for $14.5
million and accounted for the acquisition as a purchase. The purchase price
was allocated to the equipment, raw materials inventory and a perpetual
license to use the Kerr trade name, based on their estimated fair values as
of the date of acquisition. The license to use the Kerr trade name will be
amortized over a period not to exceed 20 years. In addition, the Company
assumed the operating lease at Kerr's Jackson, Tennessee manufacturing
facility and is conducting a study of the consolidation of manufacturing
operations for the home canning product line. Concurrent with the purchase,
the Company and Kerr entered into a non-exclusive Sales Agent Agreement
whereby the Company acts as sales agent for certain pre-closing inventory of
Kerr. Management estimates that its duties under the Sales Agent Agreement
will last through August 1996. At that time, substantially all inventory
belonging to Kerr will have been sold. The Company estimates its incremental
1996 sales as a result of this acquisition will be approximately $10
million, with approximately $25 million expected annually under normal
conditions. The impact of including the financial results of Kerr in a pro
forma presentation for the first half of 1995 and 1996 would not have been
material.
5. Discontinued Operation - Sale of Metal Services Company assets
Effective April 26, 1996 ("Measurement date"), the Company sold its Metal
Services Company plants, real estate, equipment and coatings and inks
inventory to U.S. Can Corporation for approximately $14.9 million. The
Company retained all accounts receivable and inventory other than inks and
coatings, as well as substantially all liabilities accrued prior to April
26, 1996. In addition, the Company entered into a non-exclusive sales
agreement whereby U.S. Can agreed to sell the retained inventory. On June
28, 1996, the two companies entered into an agreement whereby U.S. Can
purchased the inventory remaining on June 30, 1996 for approximately $9
million; at June 30, 1996, a receivable of $7 million exists for the balance
owed. The Company expects to receive approximately $15 million, primarily
during 1996, from the sale of the retained inventory and the collection of
the accounts receivable less amounts required to settle the accounts payable
and other liabilities. The Company used the proceeds from the sale to reduce
outstanding borrowings.
Page 6 of 14
<PAGE>
The disposal of the Metal Services Company assets has been accounted for as
a discontinued operation and, accordingly, its operating results are
segregated and reported as a discontinued operation in the accompanying
Unaudited Condensed Statement of Income. The prior year Statement of Income
has been reclassified to conform to the current year presentation. The net
assets of Metal Services Company are included in the balance sheet at
December 31, 1995. Management estimates the combined effect of Metal
Services' 1996 operating loss, the gain on the sale of the business and
estimated costs to be incurred in connection with the sale, including a $.7
million curtailment loss for pension benefits related to Metal Services
Company, will be zero. The Metal Services Company experienced an after-tax
loss from operations of approximately $.3 million for the period from April
1, 1996 to the Measurement date. Sales from this operation were $42.4
million for the first half of 1995 and $18.0 million up to the Measurement
date in 1996.
Page 7 of 14
<PAGE>
Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS - COMPARING SECOND QUARTER 1996 TO SECOND QUARTER 1995
The Company reported net sales of $69.4 million and operating earnings of $10.7
million for the second quarter ended June 30, 1996. This represents a 4.2% and
13.8 % increase over the same period of 1995. Sales and earnings increases in
the food containers segment were partly the result of improved sales in the
Canadian home canning market and from sales of the Fruit-Fresh brand of fruit
protector acquired in late 1994 in the Consumer Products division. Partially
offsetting these increases is a reduction in sales of domestic home canning
products which have suffered due to poor early season growing conditions. The
acquisition of the Kerr brand of home canning products in the first quarter has
increased operating costs as the brand is transitioned into the Consumer
Products division. This, along with increased marketing costs for domestic
canning products caused operating earnings to improve only slightly. Sales of
the Kerr brand of home canning products have been made primarily from
inventories retained by the previous owner and, consequently, were not a
contributor in the second quarter. The Company expects the majority of the
inventory retained by Kerr to be sold by the end of August 1996, after which
sales of the Kerr brand of home canning products will be for the Company's
account. Plastic Packaging Company's sales were higher due to increased demand
for formed containers. Earnings also improved as this division continues to
improve operating efficiencies. Nearly every division in the industrial
components segment reported a slight increase in sales over the 1995 second
quarter. Segment earnings, however, did not follow as earnings for the quarter
were 4% under a year ago. Zinc Products Company had increased sales due to
favorable mix in industrial products, while penny blank sales were level with
1995. Lower volumes in battery cans and zinc strip along with increased
professional fees for product development costs caused earnings to fall below
the prior year second quarter. Industrial Plastics Division showed higher sales
and earnings for the quarter based on volume increases. Under-utilization at the
new plant in Springfield, Missouri caused Unimark Plastics' earnings to fall
below 1995 second quarter earnings. LumenX had sales similar to the prior year
second quarter, however, while results were improved, this business operated at
a deficit.
Gross margins for the second quarter improved for both divisions in the food
containers segment. Improved sales volumes, favorable mix at both divisions
along with efficiency improvements at the Plastic Packaging Company caused the
increases. The industrial components segment also improved its gross margin
percentages over the prior year's second quarter. Margin improvement at
Industrial Plastics was the result of volume increases. LumenX also improved
margins as a result of manufacturing efficiencies. These improvements were
somewhat offset by a margin shortfall at the Unimark Plastics division resulting
from lower than expected volume, particularly at the Company's new Springfield,
Missouri facility. Zinc Products margins were nearly even with the prior year
second quarter.
Selling, general and administrative costs increased as a percentage of sales in
the quarter ended June 30, 1996 due to costs associated with the integration of
the newly acquired Kerr brand into the Consumer Products division. Increased
professional fees at Zinc Products have also increased selling, general and
administrative costs.
Net interest expense for the second quarter of 1996 was $842, compared to $958
for the same period in 1995. The decrease in interest expense from 1995 is the
result of lower interest rates during the 1996 quarter on reduced daily average
borrowings.
RESULTS OF OPERATIONS - COMPARING YEAR TO DATE 1996 TO YEAR TO DATE 1995
Net sales were $120.5 million or 2.2% higher for the six month period ended June
30, 1996 compared with the 1995 six month period. Operating earnings were $16.5
million, 15.0% higher than earnings for the same period of 1995. Sales and
earnings increased in the food containers segment for the six month period. The
Consumer Products division contributed to the increases with improvements in
Canadian home canning, the Fruit-Fresh brand of fruit protector, and pectin
sales, offset by a decrease in the domestic home canning product lines. Earnings
improvements followed the volume increases, however, transition costs related to
the acquisition of the Kerr home canning business and increased marketing
efforts caused overall earnings to lag 1996 expectations. Plastic Packaging
Company's sales and earnings benefited from favorable sales mix, reduced scrap
and controlled research
Page 8 of 14
<PAGE>
and development spending. The industrial components segment reported increased
sales with decreased earnings comparing the first six months of 1996 to the same
period of 1995. Zinc Products Company had slightly increased volumes in coinage
for the six month period, but decreased volume for battery cans and industrial
products resulted in lower sales and earnings versus the prior year. The
Industrial Plastics division showed higher sales in both plastic tables and
refrigeration products. This, coupled with reduced research and development and
benefits costs, improved earnings. Unimark Plastics Company's sales for the
period were even with last year, however below plan volume, primarily at the new
Springfield, Missouri plant, caused earnings to fall below 1995 six month
earnings. LumenX increased its sales and margins in both vision and x-ray
products, decreasing the deficit compared to that reported a year ago.
Gross margins improved for both divisions in the food containers segment. As was
the case with the second quarter, improved sales volumes, favorable mix at both
divisions along with operating efficiency gains at the Plastic Packaging Company
caused the increases. Overall, the industrial components segment had slightly
higher gross margin percentages. Improved margins at Zinc Products and LumenX
were a result of volume and sales mix. These improvements were somewhat offset
by lower than expected volume at Unimark.
The increase in selling, general and administrative costs relative to sales for
the six month period was consistent with the increase for the quarter.
Interest expense of $1,588 for the first six months of 1996 was well under
interest expense of $1,924 for the same period of 1995 due to lower daily
average borrowings and lower interest rates. The Company's weighted average
interest rate year to date for 1996 is 5.6% compared with 6.2% for 1995.
FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
Effective April 26, 1996, the Company sold its Metal Services Company plants,
real estate, equipment and coatings and inks inventory to U.S. Can Corporation
for approximately $14.9 million. The Company retained all accounts receivable
and inventory other than inks and coatings, as well as substantially all
liabilities accrued prior to April 26, 1996. The Company expects to receive
approximately $15 million, primarily during 1996, from the sales of the retained
inventory and the collection of the accounts receivable less amounts required to
settle the accounts payable and other liabilities. At June 30, 1996 the
remaining Metal Services Company inventory had been sold to U.S. Can. The June
30, 1996 accounts receivable balance includes $7 million due from U.S. Can on
that sale. The Company is using the proceeds from the sale to reduce borrowings
under its revolving credit agreement. Accordingly, results for the Metal
Services business have been reflected as a discontinued operation in the
statement of income. General and administrative costs previously allocated to
Metal Services Company have been excluded from the computation of earnings from
discontinued operations.
Working capital as of June 30, 1996 increased to $59.1 million from the 1995
year end level of $51.8 million. The sale of Metal Services has reduced the
Company's working capital by approximately $5 million. The decreases are mostly
in reduced inventory offset in part by reduced payables. Management also expects
to collect Metal Services- related receivables of approximately $11 million
during the third quarter. Within the Company's continuing operations, the
acquisition of the Kerr product line has increased working capital as this
operation built inventories throughout the second quarter.
The Company has $30 million of long-term debt with maturity dates beginning in
1998 and continuing through 2004 at a fixed interest rate of 7.8%. In May 1995,
the Company terminated a swap agreement, resulting in a transaction gain of $.5
million. This gain is being amortized over the original three-year term of the
swap and effectively fixes the Company's interest rate on the long-term debt
through December 1997 at 7.19%. The Company participates in a $50 million
revolving credit agreement with a group of banks, of which no borrowings were
outstanding at quarter end or year end. The Company also has available $95
million in committed and uncommitted credit lines of which $1.6 million in
borrowings was outstanding as of June 30, 1996. The debt-to-total capitalization
ratio of 26.4% at the end of the second quarter of 1996 is lower than the 29.7%
at December 31, 1995, as a result of using the proceeds from the sale of the
Metal Services assets and cash flow from the Company's other businesses to
reduce borrowings. As of June 30, 1996, borrowings on the Company's long-term
debt and uncommitted credit lines were at a weighted average interest rate of
5.6%. During the first half of 1996, the Company purchased 99,600 shares of its
stock in the open market at a total cost of $2.2 million. Treasury shares have
been reissued for employee stock plans as needed.
Page 9 of 14
<PAGE>
Capital expenditures of $22.0 million in the first six months ended June 30,
1996 include the $14.5 million acquisition of the Kerr home food preservation
product line from the first quarter. Spending for the remainder of 1996 is
expected to be in line with the second half of 1995.
The Company is subject to and involved in claims arising out of the conduct of
its business including those relating to product liability, environmental and
safety and health matters. The Company's information at this time does not
indicate that the resolution of the aforementioned claims will have a material,
adverse effect upon financial condition, results of operations, capital
expenditures or competitive position of the Company.
Page 10 of 14
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal proceedings
There were no events required to be reported under Item 1 for the quarter ending
June 30, 1996.
Item 2. Changes in securities
There were no events required to be reported under Item 2 for the quarter ending
June 30, 1996.
Item 3. Defaults upon senior securities
There were no events required to be reported under Item 3 for the quarter ending
June 30, 1996.
Item 4. Submission of matters to a vote of security holders
The Company held its Annual Meeting of Shareholders on May 16, 1996. Matters
voted upon by proxy were the election of three directors for three-year terms
expiring in 1999, the ratification of the appointment of Price Waterhouse LLP as
independent accountants in 1996, and approval of the 1996 Employee Stock
Purchase Plan and the 1996 Stock Option Plan for Nonemployee Directors. The
results of the vote are as follows:
<TABLE>
<CAPTION>
Voted For Voted Against Withheld/Abstained
----------- ------------- ------------------
<S> <C> <C> <C>
Election of directors for terms
expiring in 1999:
William A. Foley 7,258,704 25,406
William L. Peterson 7,268,241 15,869
Patrick W. Rooney 7,265,380 18,730
Appointment of Price Waterhouse
LLP as independent accountants
in 1996 7,265,102 9,004 10,004
1996 Employee Stock Purchase
Plan 6,161,133 196,530 8,600
1996 Stock Option Plan for
Nonemployee Directors 5,131,718 948,130 298,291
</TABLE>
Item 5. Other information
There were no events required to be reported under Item 5 for the quarter ending
June 30, 1996.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
11.1 Computation of earnings per share
(b) Reports on Form 8-K
Report on Form 8-K/A dated March 15, 1996, filed May 29, 1996, regarding
acquisition of certain assets related to the home food preservation
products from Kerr Group, Inc. The amendment was to include the
financial statements required under Item 7.
Report on Form 8-K dated April 29, 1996, filed May 14, 1996, regarding the
disposition of the plants, real estate, equipment and coatings and inks
inventory of the Metal Services Company.
Page 11 of 14
<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.
Alltrista Corporation
------------------------
(Registrant)
Date: August 13, 1996 By: /s/ Kevin D. Bower
------------------------- --------------------------
Kevin D. Bower
Vice President of Finance
and Controller
Page 12 of 14
<PAGE>
ALLTRISTA CORPORATION AND SUBSIDIARIES
QUARTERLY REPORT ON FORM 10-Q
June 30, 1996
EXHIBIT INDEX
Exhibit Description Page
- ----------- ------------------------- ----
11.1 Computation of earnings per share 14
27 Financial Data Schedule [EDGAR filing only]
Page 13 of 14
<TABLE>
<CAPTION>
Exhibit 11.1
ALLTRISTA CORPORATION
STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE
(Thousands of dollars except share data)
Three month period ended Six month period ended
June 30, July 2, June 30, July 2,
1996 1995 1996 1995
---------- --------- -------- -------
<S> <C> <C> <C> <C>
Primary Earnings Per Share
Income from continuing operations $ 5,904 $ 5,047 $ 8,994 $ 7,452
Discontinued operation (267) 524 - 971
---------- --------- ---------- ----------
Net income $ 5,637 $ 5,571 $ 8,994 $ 8,423
========== ========= ========== ==========
Weighted average number of common
shares outstanding (000s) 7,876 7,800 7,872 7,770
Additional shares assuming
conversion of stock options 188 213 181 219
---------- --------- ---------- ----------
Weighted average number of common
and equivalent shares 8,064 8,013 8,053 7,989
=========== ========= ========== ==========
Primary earnings per common share:
Income from continuing operations $ .73 $ .63 $ 1.12 $ .93
Discontinued operation (.03) .06 - .12
----------- --------- ---------- ----------
Net income $ .70 $ .69 $ 1.12 $ 1.05
=========== ========= ========== ==========
Fully Diluted Earnings Per Share
Income from continuing operations $ 5,904 $ 5,047 $ 8,994 $ 7,452
Discontinued operation (267) 524 - 971
----------- --------- ---------- ----------
Net income $ 5,637 $ 5,571 $ 8,994 $ 8,423
=========== ========= ========== ==========
Weighted average number of common
shares outstanding (000s) 7,876 7,800 7,872 7,770
Additional shares assuming
conversion of stock options 202 222 214 242
----------- --------- ---------- ----------
Weighted average number of common
and equivalent shares 8,078 8,022 8,086 8,012
=========== ========= ========== ==========
Fully diluted earnings per common
share:
Continuing operations $ .73 $ .63 $ 1.11 $ .93
Discontinued operation (.03) .06 - .12
----------- --------- ---------- ----------
Net income $ .70 $ .69 $ 1.11 $ 1.05
=========== ========= ========== ==========
</TABLE>
Page 14 of 14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE CONSOLIDATED BALANCE SHEET AND STATEMENTS OF INCOME FOUND IN THE
COMPANY'S FORM 10-Q FOR THE YEAR-TO-DATE, AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 5,955
<SECURITIES> 0
<RECEIVABLES> 48,659
<ALLOWANCES> 0
<INVENTORY> 40,182
<CURRENT-ASSETS> 98,276
<PP&E> 151,677
<DEPRECIATION> 102,536
<TOTAL-ASSETS> 166,215
<CURRENT-LIABILITIES> 39,196
<BONDS> 30,000
0
0
<COMMON> 40,686
<OTHER-SE> 47,171
<TOTAL-LIABILITY-AND-EQUITY> 166,215
<SALES> 120,526
<TOTAL-REVENUES> 120,526
<CGS> 84,195
<TOTAL-COSTS> 84,195
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,588
<INCOME-PRETAX> 14,889
<INCOME-TAX> 5,895
<INCOME-CONTINUING> 8,994
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 8,994
<EPS-PRIMARY> 1.12
<EPS-DILUTED> 1.11
</TABLE>
