No. pages 14
index exhibit pg. none
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
( Mark one )
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: March 31, 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 0-21528
-------
Bell Microproducts Inc.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
California 94-3057566
- ------------------------------------ --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1941 Ringwood Avenue, San Jose, California 95131-1721
- --------------------------------------------------------------------------------
(Address of principal executive offices ) (Zip Code)
(408) 451-9400
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code )
N/A
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report.)
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 initial report, previously
-------- -------- not required to file
Common Stock, $.01 Par Value -- Number of Shares Outstanding at
March 31, 1996: 8,325,017
1
<PAGE>
<TABLE>
BELL MICROPRODUCTS INC.
INDEX TO FORM 10-Q
<CAPTION>
Page
PART I - FINANCIAL INFORMATION Number
------
<S> <C> <C>
Item 1: Financial Statements
Condensed Balance Sheets - March 31, 1996 and December 31, 1995 3
Condensed Statements of Operations - Three months ended March 31,
1996 and 1995 4
Condensed Statements of Cash Flows - Three months ended March 31,
1996 and 1995 5
Notes to Condensed Financial Statements 6
Item 2: Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II - OTHER INFORMATION
Item 6. Exhibits and reports 12
Signature 13
</TABLE>
2
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS
<TABLE>
Bell Microproducts Inc.
Condensed Balance Sheets
(in thousands, except per share data)
(unaudited)
<CAPTION>
March 31, December 31,
1996 1995
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
ASSETS
Current assets:
Cash $ 419 $ 2,489
Accounts receivable, net 75,882 65,266
Inventories 67,283 70,262
Deferred and refundable income taxes 3,036 3,418
Prepaid expenses and other current assets 752 841
-------- --------
Total current assets 147,372 142,276
Property and equipment, net 7,948 7,861
Goodwill 6,909 6,987
Other assets 251 153
-------- --------
Total assets $162,480 $157,277
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Notes payable, current portion $ 152 $ 15
Accounts payable 41,371 31,596
Other accrued liabilities 4,797 2,705
Current portion of capitalized lease
obligations 1,130 1,046
-------- --------
Total current liabilities 47,450 35,362
Line of credit 46,000 54,500
Notes payable, less current portion 147 294
Capitalized lease obligations, less current portion 4,758 4,659
-------- --------
Total liabilities 98,355 94,815
-------- --------
Commitments and contingencies
Shareholders' equity:
Common Stock, $0.01 par value, 20,000 shares
authorized; 8,325 and 8,323 issued and outstanding 50,841 50,841
Retained earnings 13,284 11,621
-------- --------
Total shareholders' equity 64,125 62,462
-------- --------
$162,480 $157,277
Total liabilities and shareholders' equity ======== ========
<FN>
See accompanying notes to condensed financial statements.
</FN>
</TABLE>
3
<PAGE>
BELL MICROPRODUCTS INC.
Condensed Statements of Operations
(in thousands, except per share data)
(unaudited)
Three months ended March 31,
------------------------------
1996 1995
---- ----
Sales $ 115,431 $ 72,927
Cost of sales 101,809 63,816
--------- ---------
Gross profit 13,622 9,111
Marketing, general and
administrative expenses 9,759 6,434
--------- ---------
Income from operations 3,863 2,677
Interest expense (995) (703)
--------- ---------
Income before income taxes 2,868 1,974
Provision for income taxes (1,205) (839)
--------- ---------
Net income $ 1,663 $ 1,135
========= =========
Earnings per share $ .20 $ .14
========= =========
Weighted average common
shares and equivalents 8,423 8,269
========= =========
See accompanying notes to condensed financial statements.
4
<PAGE>
<TABLE>
Bell Microproducts Inc.
Condensed Statements of Cash Flows
(Increase/(decrease) in cash, in thousands)
(unaudited)
<CAPTION>
Three months ended March 31,
- ------------------------------------------------------------------------------------------------------------------------------------
1996 1995
---- -----
<S> <C> <C>
Cash flows from operating activities:
Net income $ 1,663 $ 1,135
Adjustments to reconcile net income to net
cash provided by (used in) operating activities:
Depreciation and amortization 612 312
Change in deferred and refundable income taxes 382 --
Changes in assets and liabilities:
Accounts receivable (10,616) 2,380
Inventories 2,979 11,092
Prepaid expenses 89 49
Other assets (98) 97
Accounts payable 9,776 (19,338)
Other accrued liabilities 2,092 802
-------- --------
Net cash provided by (used in) operating activities 6,879 (3,471)
-------- --------
Cash flows from investing activities:
Acquisition of property and equipment (178) (235)
-------- --------
Net cash used in investing activities (178) (235)
-------- --------
Cash flows from financing activities:
Net borrowings/(repayments) under line of credit agreement (8,500) 4,300
Proceeds from issuance of common stock -- 5
Principal payments on long term liabilities (271) (107)
-------- --------
Net cash provided by (used in) financing activities (8,771) 4,198
-------- --------
Net increase/(decrease) in cash (2,070) 492
Cash at beginning of period 2,489 1,402
-------- --------
Cash at end of period $ 419 $ 1,894
======== ========
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest $ 792 $ 581
Income taxes 17 161
Obligations incurred under capital leases 443 1,738
<FN>
See accompanying notes to condensed financial statements.
</FN>
</TABLE>
5
<PAGE>
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
Note 1 - Basis of Presentation:
The condensed financial statements presented in this Quarterly Report
are unaudited. It is management's opinion that all adjustments, consisting of
normal recurring items, have been included for a fair basis of presentation.
This quarterly report on Form 10-Q should be read in conjunction with the
Company's 1995 Annual Report on Form 10-K. The operating results for the period
ended March 31, 1996 are not necessarily indicative of the results that may be
expected for the fiscal year ending December 31, 1996.
Note 2 - Inventories:
A summary of inventories follows (in thousands):
March 31, December 31,
1996 1995
---- ----
Purchased components and materials $55,110 $64,998
Work-in-process 12,173 5,264
------- -------
Total $67,283 $70,262
======= =======
Note 3 - Property and Equipment:
A summary of property and equipment follows (in thousands):
March 31, December 31,
1996 1995
---- ----
Manufacturing and test
equipment $ 7,509 $ 7,452
Warehouse equipment 134 134
Furniture and fixtures 1,006 941
Computer and other
equipment 2,194 1,695
-------- --------
10,843 10,222
Accumulated depreciation (2,895) (2,361)
-------- --------
Total $ 7,948 $ 7,861
======== ========
6
<PAGE>
Note 4 - Line of Credit
On May 23, 1995, the Company entered into an Amended and Restated
Syndicated Credit Agreement arranged by Sumitomo Bank of California ("Sumitomo
Bank") as Agent. The agreement increased the Company's $35 million revolving
line of credit and $5 million term loan facilities to $70 million with provision
for increases to $80 million to provide working capital for the Company. The
syndicate includes Sumitomo Bank of California, Union Bank, The First National
Bank of Boston, Comerica Bank - California and The Sumitomo Bank, Limited. At
the Company's option, the borrowings under the line of credit will bear interest
at Sumitomo Bank's prime rate or the adjusted LIBOR rate plus 1.625%. The
revolving line of credit has a final payment due date of May 31, 1997. The
revolving line of credit requires the Company to meet certain financial tests
and to comply with certain other covenants, including restrictions on incurrence
of debt and liens, restrictions on mergers, acquisitions, asset dispositions,
declaration of dividends, repurchases of stock, making investments and
profitability. The Company is in compliance with its bank covenants, however,
there can be no assurance that the Company will be in compliance in the future.
If the Company does not remain in compliance with the covenants in its Amended
and Restated Syndicated Credit Agreement and is unable to obtain a waiver of
noncompliance from its banks, the Company's financial condition and results of
operations would be materially, adversely affected. Obligations of the Company
under the revolving line of credit are secured by substantially all of the
Company's assets.
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
Three months ended March 31, 1996 compared to three months ended March 31, 1995
Sales were $115.4 million for the quarter ended March 31, 1996, which
represented an increase of $42.5 million, or 58.3% over the same quarter in
1995. Substantially all of the increase in sales was attributable to greater
unit sales within existing product lines, increased sales volume through the
Company's manufacturing division (Quadrus), expansion of the customer base and
the addition of new product lines. Semiconductor sales increased in the first
quarter of 1996, principally as a result of sales growth in existing product
lines. Computer product (principally disk drives) sales growth in the first
quarter of 1996 was primarily due to higher unit sales and a larger proportion
of value added and subsystem sales, which command higher average selling prices.
Manufacturing sales increased in the first quarter of 1996 as a result of
increased sales to new and existing customers, enabled by increased
manufacturing equipment capacity. For the quarter ended March 31, 1996, Quantum,
one of the Company's largest suppliers, provided products which represented
34.7% of the Company's sales, as compared to 25.7% in the same quarter in 1995.
The loss of Quantum or any other significant supplier would have a material,
adverse effect on the Company's results of operations.
The Company's gross profit for the first quarter of 1996 was $13.6
million, which was $4.5 million, or 49.5% higher than the first quarter of 1995.
As a percentage of sales, gross margin was 11.8% in the first quarter of 1996
compared to 12.5% in the first quarter of 1995. The decrease in gross margin was
primarily due to increased computer product and manufacturing sales as a
percentage of total sales, which contributed lower margins. Gross margins may
fluctuate quarterly due to the mix of products sold to customers.
Marketing, general and administrative expenses increased to $9.8
million in the first quarter of 1996 from $6.4 million in the first quarter of
1995, an increase of 53.1%, but decreased as a percentage of sales to 8.5% in
the first quarter of 1996, compared to 8.8% for the same period last year. The
decline in marketing, general and administrative expenses as a percentage of
sales was primarily attributable to the Company's successful efforts to control
costs while increasing sales, and a higher portion of sales from large volume
orders, particularly for disk drives and certain semiconductor devices, both of
which resulted in lower operating expenses as a percentage of sales. The
increase in expenses was attributable to the Company's continuing effort to
expand its sales and marketing organization, and the addition of operating
expenses related to the manufacturing division.
7
<PAGE>
Interest expense was $995,000 in the first quarter of 1996 as compared
to $703,000 in the first quarter of 1995. The increase in interest expense was
due to increased bank borrowings to fund the Company's working capital needs.
Net income grew to $1,663,000 in the first quarter of 1996 from
$1,135,000 in the same period last year. The increase was due primarily to
increased sales and decreased expenses as a percentage of sales.
LIQUIDITY AND CAPITAL RESOURCES
The Company has funded its working capital requirements principally
through borrowings under bank lines of credit and sales of equity securities.
Working capital requirements have included the financing of increases in
inventory and accounts receivable resulting from sales growth. On May 26, 1994,
the Company acquired Vantage Components Inc. (Vantage) for a purchase price of
$11,806,000, which included cash of $5,300,000 (funded via Bell Microproducts'
line of credit and term loan facilities), the issuance of 489,281 shares of Bell
Microproducts Common Stock, the issuance of promissory notes totaling $750,000
and acquisition costs. In November 1994 the Company completed a public offering
of approximately 2.6 million shares of its Common Stock for net proceeds of
$27.3 million.
On May 23, 1995, the Company increased its revolving line of credit to
$70 million with provision for increases to $80 million to provide working
capital for the Company. At the Company's option, the borrowings under the line
of credit will bear interest at Sumitomo Bank's prime rate or the adjusted LIBOR
rate plus 1.625%. The revolving line of credit has a final payment due date of
May 31, 1997. The revolving line of credit requires the Company to meet certain
financial tests and to comply with certain other covenants, including
restrictions on incurrence of debt and liens, restrictions on mergers,
acquisitions, asset dispositions, declaration of dividends, repurchases of
stock, making investments and profitability. The Company is in compliance with
its bank covenants, however, there can be no assurance that the Company will be
in compliance in the future. If the Company does not remain in compliance with
the covenants and is unable to obtain a waiver of noncompliance from its banks,
the Company's financial condition and results of operations would be materially,
adversely affected. Obligations of the Company under the revolving line of
credit are secured by substantially all of the Company's assets. The Company
intends to utilize its revolving line of credit to fund future working capital
requirements. The Company evaluates acquisitions from time to time and may
utilize its line of credit to acquire complimentary businesses, provided consent
from its banks is obtained.
Net cash provided by operating activities for the three months ended
March 31,1996 was $6.9 million. The Company's accounts receivable as of March
31, 1996 increased to $75.9 million from $65.3 million as of December 31, 1995
as a result of the Company's increased sales. The Company's inventories as of
March 31, 1996 decreased to $67.3 million from $70.3 million as of December 31,
1995 primarily as a result of the increased emphasis on inventory management
programs and reduced purchases at the end of the quarter. The Company's accounts
payable increased to $41.4 million as of March 31, 1996 from $31.6 million as of
December 31, 1995, primarily due to the Company's efforts to negotiate better
payment terms with certain suppliers as well as timing issues related to
inventory receipts and payments. The Company's cash requirements will depend on
numerous factors, including the rate of growth of its sales. The Company
believes that its working capital, including its existing credit facility, will
be sufficient to meet the Company's short term capital requirements. However,
the Company may seek additional debt or equity financing to fund continued
growth.
RISK FACTORS
In evaluating the Company's business, prospective investors should
carefully consider the following risk factors in addition to the other
information set forth herein or incorporated herein by reference. This report on
Form 10-Q contains forward-looking statements within the meaning of section 27A
of the Securities
8
<PAGE>
Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Actual
results could differ materially from those projected in the forward-looking
statements as a result of the risk factors set forth below and in the documents
incorporated by reference herein. Forward looking statements are indicated by an
asterisk immediately following the relevant statement.
Potential Fluctuations in Quarterly Operating Results and Effect on Liquidity
The Company's quarterly operating results have in the past and could in
the future fluctuate substantially. The Company's expense levels are based, in
part, on expectations of future sales. If sales in a particular quarter do not
meet expectations, operating results could be adversely affected. Factors
affecting quarterly operating results include the timing of delivery of products
from suppliers, the product mix sold by the Company, the percent of revenue
derived from distribution versus contract manufacturing, managing Company
inventory in both the contract manufacturing ("Quadrus") division and the
distribution division, availability of products from suppliers, management of
growth, the Company's ability to collect accounts receivable, price decreases on
inventory that is not price protected and price competition for products sold by
the Company, including the Company's ability to sell inventory at anticipated
prices. Due in part to supplier rebate programs and increased sales by the
Company near the end of each quarter, a significant portion of the Company's
gross profit has historically been earned by the Company in the third month of
its quarter. Failure to receive products from its suppliers in a timely manner
or the discontinuance of rebate programs could have a material adverse effect on
the Company's results of operations in a particular quarter. In addition, price
competition for the products sold by the Company is intense and could result in
gross margin declines, which could have an adverse effect on the Company's
results of operations. In various periods in the past, the Company's operating
results have been affected by these factors. In particular, during the last
quarter of 1995, a sharp decline in DRAM prices and a general softening in the
semiconductor market and an increase in the Company's allowance for doubtful
accounts had a material adverse effect on the Company's results of operations,
causing the Company to report a quarterly net loss of $848,000. As a result of
this quarterly loss, the Company was out of compliance with one of its covenants
in its line of credit agreement. The Company received a waiver from its banks
regarding this noncompliance. However, there can be no assurance that the
Company will be in compliance with its bank covenants in the future. If the
Company does not remain in compliance with the covenants in its line of credit
agreement and is unable to obtain a waiver of noncompliance from its banks, the
Company's business, financial condition and results of operations would be
materially adversely affected. There can be no assurance that any of the
foregoing factors will not materially adversely affect future operating results.
Dependence on Suppliers
The Company relies on a limited number of suppliers for products which
represent a significant portion of its sales. For the quarter ended March 31,
1996, sales of Quantum products represented 34.7% of the Company's sales, and
for the quarter ended March 31, 1995, sales of Quantum products represented
25.7% of the Company's sales. The Company's distribution agreement with Quantum
is cancelable upon 90 days' notice. In the past, distribution arrangements with
significant suppliers have been terminated and there can be no assurance that,
in the future, one or more of the Company's significant distributor
relationships will not be terminated. The loss of Quantum or any significant
supplier could have a material adverse effect on the Company's results of
operations. As the Company enters into distribution relationships with new
suppliers, other competitive suppliers may choose to terminate their
distribution arrangements with the Company with minimal notice. In the fourth
quarter of 1994, Integrated Device Technology terminated its distribution
agreement with the Company. This supplier accounted for approximately $1.8
million and $430,000 of the Company's sales and gross profit, respectively, for
the quarter ended September 30, 1994. In the first quarter of 1996, Hitachi
America Ltd. did not renew its distribution agreement with the Company. This
supplier accounted for approximately $1.7 million and $297,000 of the Company's
sales and gross profit respectively, for the quarter ended December 31, 1995. To
the extent that the Company is unable to enter into or maintain distribution
arrangements with leading suppliers of components and computer products, the
Company's sales and operating results could be materially adversely affected.
9
<PAGE>
The Company has entered into agreements with most of its distribution
suppliers which generally provide the Company with price protection and limited
inventory rotation rights. There can be no assurance that such agreements will
not be canceled, or that price protection and inventory rotation policies will
provide complete protection or will not be changed in the future. If the Company
were to purchase significant amounts of products on terms that do not include
effective price protection or inventory rotation rights, it would bear the risk
of obsolescence and price fluctuation for those products. In particular, in
February 1996 the Company reported 1995, fourth quarter charges of $2.5 million,
net of tax, approximately $1.6 million related to inventory valuation issues of
certain DRAM products and approximately $900,000 related to an increase in the
allowance for doubtful accounts. These products were not subject to the price
protection and inventory rotation rights normally applicable to components
purchased from the Company's franchised suppliers. There can be no assurance
that the Company will not have to take additional charges to earnings in the
future due to inventory valuation issues, which could have a material adverse
effect on the Company's results of operations.
Dependence on the Personal Computer Industry
Many of the products the Company sells are used in the manufacture or
configuration of personal computers. These products are characterized by rapid
technological change, short product life cycles and intense competition. The
personal computer industry has experienced significant unit volume growth over
the past three years, which has in turn increased demand for many of the
products distributed by the Company. Recently, however, there appears to be
lower than expected growth of the personal computer industry. Any slowdown in
the growth of the personal computer industry, or growth at less than expected
rates, could adversely affect the Company's ability to continue its recent
revenue growth. In addition, many of the Company's customers in the personal
computer industry are subject to the risks of significant shifts in demand and
severe price pressures, which may increase the risk that the Company may not be
able to collect accounts receivable owed by some of its customers. In
particular, one of the Company's customers recently filed for bankruptcy, which
was the principal reason for the Company to increase its allowance for doubtful
accounts by approximately $900,000, net of tax, in the fourth quarter of 1995.
To the extent the Company is unable to collect its accounts receivable, the
Company's results of operations will be adversely affected.
Cyclical Nature of the Semiconductor and Disk Drive Industries
Semiconductors and disk drives have represented a significant portion
of the Company's sales and the Company believes they will continue to do so in
future periods.* Both the semiconductor and the disk drive industries have
historically been characterized by fluctuations in product supply and demand
and, consequently, severe fluctuations in price. In the event of excess supply
of disk drives or semiconductors, the Company's gross margins may be adversely
affected. In the event of a shortage of supply of disk drives or semiconductors,
the Company's results of operations will depend on the amount of product
allocated to the Company by its suppliers and the timely receipt of such
allocations. Additionally, technological change in the semiconductor industry in
the past has caused prices to decrease, sometimes affecting the Company's gross
margins. Other technological changes that affect the demand for and prices of
the products distributed by the Company may further effect the Company's gross
margins.
Management of Growth
The Company has grown rapidly in recent years, with sales increasing
from $34 million in 1991 to $346 million in 1995. The Company intends to
continue to pursue its growth strategy through increasing sales of existing and
new product offerings, as well as through acquisitions. This strategy,
particularly as evidenced by the Vantage acquisition, will require increased
personnel, expanded information systems and additional financial and
administrative control procedures. There can be no assurance that the Company
will be able to attract and retain qualified personnel, further develop
accounting and control systems or successfully manage expanding operations,
including an increasing number of supplier and customer relationships and
10
<PAGE>
geographically dispersed locations. Further, there can be no assurance that the
Company will be able to sustain its recent rate of growth.
Competition
The semiconductor and computer products distribution industry is highly
competitive. The Company generally competes for both supplier and customer
relationships with numerous local, regional and national authorized and
unauthorized distributors, and for customer relationships with semiconductor and
computer product manufacturers, including some of its own suppliers. Many such
competitors are larger, more established and have greater name recognition and
financial and other resources than the Company. Price is a substantial
competitive factor in both the semiconductor and disk drive industries. There
can be no assurance that the Company will be able to compete successfully with
existing or new competitors and failure to do so would have a material adverse
effect on the Company's results of operations.
The contract manufacturing industry is highly competitive. The Company
competes against numerous domestic and offshore manufacturers. Many of such
competitors are larger, more established and have greater name recognition and
financial and other resources than the Company. The Company's manufacturing
operations have achieved profitability recently. There can be no assurance that
such operations will continue to be profitable. Further, although manufacturing
sales levels increased in 1995 as compared to prior years, due to the highly
competitive nature of the contract manufacturing industry there can be no
assurance that this trend will continue or that higher sales levels will in fact
result in increased profitability. Additionally, the Company's contract
manufacturing division is dependent on a relatively limited customer base. Any
significant rescheduling or cancellation of orders from these customers, or loss
of customers, could have a material adverse effect on the results of operations
of such division and on the profitability of the Company.
Dependence on Key Personnel
The Company's success depends to a significant extent upon the
continued contributions of its key employees, particularly, W. Donald Bell,
President, Chief Executive Officer and Chairman of the Board. The loss of other
key employees could also have a material adverse impact on the Company. The
Company's future success will depend in part upon its continuing ability to
attract and retain highly qualified personnel. Competition for such employees is
intense and there can be no assurance that the Company will be successful in
attracting and retaining such personnel. Failure to attract and retain highly
qualified personnel could have a material adverse effect on the Company's
results of operations.
Possible Volatility of Stock Price
The market price of the Company's Common Stock is likely to be highly
volatile and could be subject to wide fluctuations in response to such factors
as, among others, variations in the Company's anticipated or actual results of
operations and market conditions (which may be unrelated to the Company's
operating performance).
11
<PAGE>
Item 6. Exhibits and reports
(a) Exhibits:
27. Financial Data Schedule for the quarter ended March 31, 1996.
(b) Reports on Form 8-K:
Report on Form 8-K filed February 27, 1996 reporting
fourth quarter and fiscal year 1995 performance.
12
<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.
Dated: May 15, 1996
BELL MICROPRODUCTS INC.
By: Remo E. Canessa
------------------------------
Remo E. Canessa, Vice President,
Chief Financial Officer, Corporate Controller and Secretary
(Principal Financial Officer and Accounting Officer)
13
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 419
<SECURITIES> 0
<RECEIVABLES> 80081
<ALLOWANCES> 4199
<INVENTORY> 67283
<CURRENT-ASSETS> 147372
<PP&E> 10843
<DEPRECIATION> 2895
<TOTAL-ASSETS> 162480
<CURRENT-LIABILITIES> 47450
<BONDS> 50905
<COMMON> 8325
0
0
<OTHER-SE> 55800
<TOTAL-LIABILITY-AND-EQUITY> 162480
<SALES> 115431
<TOTAL-REVENUES> 115431
<CGS> 101809
<TOTAL-COSTS> 101809
<OTHER-EXPENSES> 8573
<LOSS-PROVISION> 1186
<INTEREST-EXPENSE> 995
<INCOME-PRETAX> 2868
<INCOME-TAX> 1205
<INCOME-CONTINUING> 1663
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<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1663
<EPS-PRIMARY> .20
<EPS-DILUTED> .20
</TABLE>
