SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-------------------
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended JULY 4, 1999
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 0-3698
SILICONIX INCORPORATED
(Exact name of registrant as specified in its charter)
Delaware 94-1527868
(State or other jurisdiction (I.R.S. Employer
of incorporation Identification No.)
or organization)
2201 Laurelwood Road, Santa Clara, California 95054
(Address of principal executive offices)
Registrant's telephone number including area code (408) 988-8000
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 registrant's
classes of common stock:
COMMON STOCK, $0.01 PAR VALUE -- 9,959,680 outstanding shares as OF
AUGUST 13, 1999.
1
<PAGE>
SILICONIX INCORPORATED
TABLE OF CONTENTS TO FORM 10-Q
Part I. Financial Information Page No.
Item 1 Financial Statements
Consolidated statements of operations for the three
months and six months ended July 4, 1999 and
June 28, 1998. 3
Consolidated balance sheets as
of July 4, 1999 and December 31, 1998 4
Consolidated statements of cash flows for the six months
ended July 4, 1999 and June 28, 1998 5
Notes to consolidated financial statements 6
Item 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations 9
Part II. Other Information
Item 4 Submission of Matters to a Vote of Security Holders 12
Signature 13
2
<PAGE>
SILICONIX INCORPORATED
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except per share amounts)
<TABLE>
<CAPTION>
Three months ended Six months ended
July 4, 1999 June 28, 1998 July 4, 1999 June 28, 1998
<S> <C> <C> <C> <C>
Net sales $ 90,807 $ 70,371 $ 171,848 $ 135,621
Cost of sales 54,782 49,280 105,849 89,419
---------- ------------ --------- -----------
Gross profit 36,025 21,091 65,999 46,202
Operating expenses:
Research and development 3,987 3,831 8,007 8,860
Selling, marketing, and administration 12,038 13,079 23,596 29,791
Goodwill amortization 114 103 228 103
Restructuring -- 19,751
Operating income (loss) 19,886 4,078 34,168 (12,303)
Interest expense (294) (728) (1029) (1,282)
Other (income) expense - net (937) (553) (711) (1,082)
---------- ------------ --------- -----------
Income (loss) before taxes and minority interest 18,655 2,797 32,428 (14,667)
Income taxes (5,394) (959) (9,367) 5,153
Minority interest in income of consolidated subsidiary (55) (58) (129) (58)
---------- ------------ --------- -----------
Net income (loss) $ 13,206 $ 1,780 $ 22,932 $ (9,572)
========== ============ ========= ===========
Net income (loss) per share (basic and diluted) $ 1.33 $ .18 $ 2.30 $ (.96)
========== ============ ========== ===========
Shares used to compute earnings per share 9,960 9,960 9,960 9,960
========== ============ ========== ===========
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE>
SILICONIX INCORPORATED
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands, except share data)
<TABLE>
<CAPTION>
July 4, December 31,
1999 1998
------------- -----------
Assets
Current assets:
<S> <C> <C>
Cash and cash equivalents $ 8,210 $ 37,694
Accounts receivable, less allowances 47,400 35,559
Accounts receivable from affiliates 78,056 9,917
Inventories 55,242 49,421
Other current assets 7,508 8,867
Deferred income taxes 15,182 15,182
------------- ------------
Total current assets 211,598 156,640
------------- ------------
Property, plant, and equipment, at cost:
Land 1,715 1,576
Buildings and improvements 47,825 47,962
Machinery and equipment 280,883 266,525
------------- ------------
330,423 316,063
Less accumulated depreciation 180,252 165,677
------------- ------------
Net property, plant, and equipment 150,171 150,386
Goodwill 8,590 8,820
Other assets 955 1,413
------------- ------------
Total assets $ 371,314 $ 317,259
------------- ------------
Liabilities and Shareholders' Equity Current liabilities:
Accounts payable $ 18,484 $ 23,947
Accounts payable to affiliates 94,241 29,192
Accrued payroll and related compensation 9,975 11,694
Accrued restructuring charge 3,469 5,352
Accrued liabilities 37,592 32,803
------------- ------------
Total current liabilities 163,761 102,988
------------- ------------
Long-term related party debt 20,570 50,570
Long-term debt, less current portion 1,454 1,221
Deferred income taxes 9,170 9,170
Minority interest 3,280 3,170
------------- ------------
Total liabilities 198,235 167,119
------------- ------------
Commitment and contingencies
Shareholders' equity
Common stock 100 100
Additional paid-in-capital 59,551 59,536
Retained earnings 114,216 91,285
Accumulated other comprehensive loss (788) (781)
------------- ------------
Total shareholders' equity 173,079 150,140
------------- ------------
Total liabilities and shareholders' equity $ 371,314 $ 317,259
============= ============
</TABLE>
See accompanying Notes to Consolidated Financial Statements
4
<PAGE>
SILICONIX INCORPORATED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
July 4, June 28,
(In thousands) 1999 1998
------------- -------------
Cash flows from operating activities:
<S> <C> <C>
Net income (loss) $ 22,932 $ (9,572)
Adjustments to reconcile net income (loss) to net cash provided
(used) by operating activities:
Depreciation and amortization 14,805 13,479
Deferred income taxes - (5,681)
Undistributed earnings from joint venture - (970)
Payment of pension benefits - (97)
Restructuring (1,883) 12,788
Other non-cash (income) and expenses 234 248
Changes in operating assets and liabilities:
Accounts receivable (11,841) 21,606
Accounts receivable from affiliates (68,139) (9,769)
Inventories (5,822) (10,619)
Other assets 1,359 (189)
Accounts payable (5,463) (4,470)
Accounts payable to affiliates 58,897 7,950
Accrued liabilities 2,946 (2,783)
------------ -------------
Net cash provided by operating activities 8,025 11,921
------------ -------------
Cash flows from investing activities:
Purchase of property, plant, and equipment (14,360) (14,726)
Sale of Asia Subsidiaries 6,152 -
Cash acquired from purchase of business - 977
Short-term investment with affiliate - 8,586
Sale of other assets 458 67
------------ -------------
Net cash used in investing activities (7,750) (5,096)
------------ -------------
Cash flows from financing activities:
Repayment of long-term debt (30,000) -
Proceeds from long-term debt 233
Proceeds from related party debt - 14,300
Proceeds from restricted common stock 15 -
------------ -------------
Net cash provided (used) in financing activities (29,752) 14,300
------------ -------------
Effect of exchange rate changes on cash and cash equivalents (7) 195
------------ -------------
Net increase (decrease) in cash and cash equivalents (29,484) 21,320
Cash and cash equivalents:
Beginning of period 37,694 10,249
------------ -------------
End of period $ 8,210 $ 31,569
============ =============
</TABLE>
See accompanying Notes to Consolidated Financial Statements
5
<PAGE>
SILICONIX INCORPORATED
Notes to Consolidated Financial Statements
(Unaudited)
Note 1. Basis of Presentation
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Article 10 of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements.
In the opinion of the management of the Company, the consolidated
financial statements appearing herein contain all adjustments (consisting only
of normal recurring accruals) necessary for a fair presentation of the results
for, and as of the end of, the periods indicated therein. These statements
should be read in conjunction with the Company's December 31, 1998 consolidated
financial statements and notes thereto. The results of operations for the first
SIX months of 1999 are not necessarily indicative of the results to be expected
for the full year.
Note 2. Inventories
The components of inventory consist of the following:
July 4, December 31,
1999 1998
---- ----
(In thousands)
Finished goods $ 7,119 $ 10,627
Work-in-process 39,111 32,348
Raw materials 9,012 6,446
--------- ----------
$ 55,242 $ 49,421
--------- ----------
Note 3. Restructuring Expense
The Company incurred a pre-tax restructuring charge of $19.8 million
relating to the acquisition on March 2, 1998 of the 80.4% interest in the
Company by Vishay. Of the total, approximately $12.6 million related to employee
termination costs covering seven key executives and 72 technical, production,
and administrative employees. The remaining $7.2 million restructuring charge
relates to provisions for certain assets, contract cancellations, and other
expenses. As of July 4, 1999, 77 employees have been terminated and the Company
settled $11.6 million in costs, of which, $9.7 million were paid and $1.9
million were written off. In addition, $4.7 million has been charged against the
restructuring liability for the write-down of certain assets and other expenses.
At July 4, 1999, restructuring charges of $3.5 million remain accrued, primarily
relating to employee termination costs and contract cancellations. The Company
anticipates that it will substantially complete the remainder of its
restructuring by the end of 1999.
6
<PAGE>
Note 4. Contingencies
The Company is party to two environmental proceedings. The first
involves property that the Company vacated in 1972. The California Regional
Water Quality Board ("RWQCB") issued a cleanup and abatement order to both the
Company and the current owner of the property. The Company subsequently reached
a settlement of this matter with the current owner in which the current owner
indemnifies the Company against any liability that may arise out of any
governmental agency actions brought for environmental cleanup of the site,
including liability arising out of the current cleanup and abatement order. The
second proceeding involves the Company's current facility in Santa Clara. The
RWQCB issued a clean up and abatement order based on the discovery of
contamination of both the soil and the groundwater on the property by certain
chemical solvents. The Company is currently engaged in certain remedial action
and has accrued $750,000 as its best estimate of future costs related to this
matter.
In management's opinion, based on discussion with legal counsel and
other considerations, the ultimate resolution of the above-mentioned matters are
not expected to have a material adverse effect on the Company's consolidated
financial condition or results of operations.
The Company is engaged in discussions with various parties regarding
patent licensing and cross patent licensing issues. In the opinion of
management, the outcome of these discussions will not have a material adverse
effect on the Company's consolidated financial condition or overall trends in
the results of operations.
Note 5. Recently Issued Accounting Pronouncements
In June 1998, the Company adopted SFAS No. 133, "Accounting for
Derivative Instruments and Hedging Activities." SFAS No. 133 establishes new
standards accounting and reporting for derivative instruments and hedging
activities. SFAS No. 133 requires that an entity recognizes all derivatives as
either assets or liabilities in the statement of financial position and measures
those instruments at fair value. The statement is effective for all fiscal
quarters of fiscal years beginning after June 15, 1999.
Note 6. Comprehensive Income
As of January 1, 1998, the Company adopted the Statement of
Financial Accounting Standard No. 130, "Reporting Comprehensive Income". SFAS
No. 130 establishes new rules for the reporting and display of comprehensive
income and its components; however adoption of this statement had no impact on
the Company's net income or shareholders' equity. SFAS No. 130 requires foreign
currency translation adjustments to be included in other comprehensive income.
Prior to adoption, unrealized gains or losses related to foreign currency
translation adjustments were reported as a separate component of shareholders'
equity.
The following are the components of comprehensive income:
<TABLE>
<CAPTION>
(In thousands) Three Months Ended Six Months Ended
July 4, June 28, July 4, June 28,
1999 1998 1999 1998
<S> <C> <C> <C> <C>
Net income(loss) $ 13,206 $ 1,780 $ 22,932 $ (9,572)
Foreign currency translation adjustment (70) (36) (7) 25
Comprehensive income(loss) 13,136 1,744 22,925 (9,547)
The component of accumulated
Comprehensive income, is as follows:
Foreign currency translation adjustment $ (788) $ (554) $ (788) $ (554)
</TABLE>
7
<PAGE>
Note 7. Segment Reporting
The Company is engaged primarily in the designing, marketing, and
manufacturing of power and analog semiconductor products. The Company is
organized in three operating segments which due to their inter-dependencies,
similar long-term economic characteristics, shared production processes and
distribution channels have been aggregated to one reportable operating segment
under the criteria of Statement of Financial Accounting Standards ("SFAS") No.
131, "Disclosures about Segments of an Enterprise and Related Information".
Note 8. Sale of Asia Pacific Subsidiaries
In May 1999, Vishay Asia Pte. Ltd. (VAPL), a wholly owned
subsidiary of Siliconix, entered into a sale and purchase agreement with Vishay
Intertechnology Pte Ltd. (VIAPL), a wholly owned subsidiary of Vishay. VAPL
transferred the business and benefit of all current contracts and engagements of
VAPL and all other assets and liabilities to VIAPL for the cash sum of $5.8
million. In addition, Siliconix, Inc. sold its ownership interest in Vishay
Japan KK to VIAPL for cash of $0.4 million. The transaction resulted in no gain
or loss to Siliconix and had no impact on operating income. Receivables and
payables which historically have been eliminated in consolidation as
intercompany balances, now are reflected as receivables and payables from the
affiliated Vishay entities.
8
<PAGE>
Item 2.
Management's Discussion and Analysis of Financial
Condition and Results of Operations
Overview
Siliconix (the "Company") is engaged in designing, manufacturing, and
marketing power and analog semiconductor products. The Company is a leading
manufacturer of Power MOSFETs, Power ICs, and analog Signal Processing devices
for computers, cell phones, fixed communication networks, automobiles and other
electronic systems. Power MOSFET is the producer of low-voltage, surface-mount
Power MOSFET products primarily used for the communication, computer, and
automotive markets. Power IC focuses on Power Integrated Circuits used in
communication and data storage applications. Signal Processing manufactures a
wide array of commodity products such as Analog Switches, Low Power MOSFETs, and
JFETs for industrial and consumer markets.
Siliconix is a global semiconductor manufacturing company with 1998
worldwide sales of $282.3 million. The Company manufactures power products in a
Class-1 six inch wafer fab in Santa Clara, California and through subcontracted
wafer fabrication in Itzehoe, Germany. Analog switches and multiplexer products
are fabricated in the four-inch wafer fab in Santa Clara, California. A
subcontractor in Beijing, China manufactures the Company's small signal
transistor products. The Company also owns assembly and test facilities in
Kaoshiung, Taiwan and Shanghai, China. These Company owned facilities are
supported by additional manufacturing capacity at subcontractors in Germany,
Philippines, China and the United States. The Company's combination of internal
and external manufacturing capacity gives it a truly global manufacturing
presence, allowing the Company to respond quickly to changes in customer demand
as well as allowing the Company added flexibility during economic downturns. The
Company will continue to rely heavily on subcontractors in its manufacturing
strategy as it allows Siliconix to take advantage of incremental capacity
without the burden of a significant increase in the fixed cost infrastructure.
Results of Operations
Revenues for the second quarter of 1999 were a record of $90.8 million
compared to $70.4 for the second quarter of 1998. Revenues for the first half of
1999 were $171.8 million, compared to $135.6 million in the first half of 1998.
The increase in revenue is mainly due to strong sales in Asia Pacific as well as
increased sales in all other geographic regions for the quarter. Increased
demand from the telecommunication and computer markets for power Mosfet products
accounted for much of the revenue growth in the second quarter and first half of
1999. The Company has experienced a significant increase in bookings, beginning
in the fourth quarter of 1998 and expects this trend to continue through the
third quarter of 1999. Additionally, the Company's new product focus on portable
communication and computer markets should serve to solidify the Company's
strategic position in these key markets and serve as launching pad from which to
grow the Company's revenue base in the future.
Gross profit for the first half of 1999 was 38%, compared to 34% in the
first half of 1998. Gross Profit for the second quarter was 40% compared with
30% for the same quarter of 1998. The increase is mainly due to the sale of
higher margin products and economies of scale in manufacturing operations. The
Company's manufacturing capacities are at full utilization at the end of the
second quarter of 1999. Management expects continued pricing pressure throughout
the year, however, the level of price decline is expected to be slower than 1998
and also below the level of price decline experienced in the first quarter of
1999 due to strong demand for the Company's higher margin products as well as
capacity constraints currently facing the Company. In an effort to preserve the
Company's operating results, the Company will continue to aggressively implement
its cost reduction programs as well as focus its investments in new products
which tend to have higher margins.
9
<PAGE>
Research and development expenses decreased to $8.0 million or 5% of
sales in the first half of 1999 from $8.9 million or 7% of sales for the same
quarter of 1998. The decrease was the result of a $0.8 million one-time charge
in the first half of 1998 from Daimler-Benz for prior joint development
projects. For the second quarter of 1999, research and development was $4.0
million compared to $3.8 million for same quarter of 1998. For the year,
research and development expenses are expected to exceed 1998 levels as the
Company continues to commit significant resources in support of its long-term
growth objectives and to further develop its PowerConnect (TM) packaging
technology and LITTLE FOOT PLUS (TM) family. The Company believes it is critical
to continue to make significant investments in research and development to
ensure the availability of innovative technology that meets the current and
future requirements of its customers. Accordingly, the Company expects in future
years to continue to devote substantial resources to research and development
programs.
Selling, marketing, and administration expenses decreased to $23.6
million or 14% of sales in the first half of 1999 from $29.8 million or 22% of
sales for the same quarter of 1998. The $6.2 million decrease is the result of
the successful execution of the Company's restructuring plan that has reduced
the Company's infrastructure and due to certain cost reduction initiatives that
began in the middle part of 1998 and continued into 1999 to reduce the Company's
overall cost structure in response to current business conditions. For the
second quarter of 1999, selling, marketing, and administration expenses were
$12.0 million compared to $13.1 million for same quarter of 1998. While the
Company's selling, marketing and administration expenses are expected to rise
over the year to support the Company's increasing revenue base, the 1999
expenses are expected to remain significantly below the 1998 level.
The Company incurred a pre-tax restructuring charge of $19.8 million
relating to the acquisition on March 2, 1998 of the 80.4% interest in the
Company by Vishay. Of the total, approximately $12.6 million related to employee
termination costs covering seven key executives and 72 technical, production,
and administrative employees. The remaining $7.2 million restructuring charge
relates to provisions for certain assets, contract cancellations, and other
expenses. As of April 4, 1999, 77 employees have been terminated and the Company
settled $11.6 million in costs, of which, $9.6 million were paid and $1.9
million were written off. In addition, $4.7 million has been charged against the
restructuring liability for the write-down of certain assets and other expenses.
At April 4, 1999, restructuring charges of $3.5 million remain accrued,
primarily relating to employee termination costs and contract cancellations. The
Company anticipates that it will substantially complete the remainder of its
restructuring by the end of 1999.
In May 1999, Vishay Asia Pte. Ltd. (VAPL), a wholly owned subsidiary of
Siliconix, entered into a sale and purchase agreement with Vishay
Intertechnology Pte Ltd. (VIAPL), a wholly owned subsidiary of Vishay. VAPL
transferred the business and benefit of all current contracts and engagements of
VAPL and all other assets and liabilities to VIAPL for the cash sum of $5.8
million. In addition, Siliconix, Inc. sold its ownership interest in Vishay
Japan KK to VIAPL for cash of $0.4 million. The transaction resulted in no gain
or loss to Siliconix and had no impact on operating income. Receivables and
payables which historically have been eliminated in consolidation as
intercompany balances, now are reflected as receivables and payables from the
affiliated Vishay entities.
Income tax expense for the first half of 1999 increased by $14.5
million from the same quarter of 1998 due to the increase in earnings before
tax.
Liquidity and Capital Resources
Cash and cash equivalents decreased by $29.5 million from December 31,
1998 due to large expenditures for capital, royalty payments, commissions, and
yearly management and employee bonuses in the first half of 1999. In an effort
to further reduce interest expense and improve income, the Company has repaid
$30 million toward the promissory notes to Vishay at the end of June 1999.
Management believes that the cash flow from operations and existing lines of
credit with Vishay will be sufficient to meet its
10
<PAGE>
normal operating requirements and to fund its research and development, capital
and restructuring activities.
Accounts receivable increased by $11.8 million or 33% from December 31,
1998 primarily due to the increase in revenues of 27%. Revenues for the second
quarter of 1999 were $90.8 million, compared with $76.6 million for the fourth
quarter of 1998.
Net affiliate accounts receivable/payable decreased by $3.1 million
from December 31, 1998 mainly due to the timing of cash received from
unconsolidated affiliates. Intercompany balances for Asia were reclassed to
Affiliate payables/receivables due to the sale of the Asia subsidiaries.
Inventories increased by $5.8 million or 12% from December 31, 1998
primarily as a result of an increase in raw materials and work-in-process
inventories required to support the increased capacities in production volumes
called for by the Company's higher revenue levels and for faster customer
responsiveness as lead times are shortened. Furthermore, the Company has
contractual agreements for certain key customers to carry a certain amount of
safety stock.
Capital expenditures were $14.4 million in the first half of 1999,
compared to $14.7 million in the first quarter of 1998. These expenditures
related to the continuation of the Company's capacity expansion plan that
resumed in the fourth quarter of 1998 after the downturns in the previous
quarters as well as the investment in equipment to support the Company's new
technology products. The new equipment has assisted in increased manufacturing
capacities that the company has experienced in the first half of 1999.
Management believes that these investments are essential to the future growth of
the Company and its ability to respond quickly to increases in customer demand.
Current liabilities increased by $60.8 million or 59% from December 31,
1998 mainly due to the sale of the Asia subsidiaries. Intercompany balances for
Asia were reclassed to Affiliate payables/receivables. At July 4, 1999, the
Company has $3.5 million of accrued restructuring costs.
Year 2000
The Company has a formal, structured Year 2000 Program and Plan and
is making consistent progress in executing against this plan. The Year 2000
Program is the responsibility of the Company CFO/Administrative VP who reports
to the Company's CEO. The Year 2000 project team includes all Company
facilities, locations, and organizations as necessary to ensure awareness and
readiness, and includes regular review and reporting on the status of Year 2000
readiness.
The Company's Year 2000 Plan includes Information Technology ("IT")
systems, Facilities and Utilities, Manufacturing equipment and IT interfaces,
and Supply chain management. The Company does not produce products with embedded
systems.
The Company is Year 2000 ready at the end of the second quarter of
1999. The Company has spent approximately $1.1 million to complete the project.
SAFE HARBOR STATEMENT
"Safe Harbor" Statement under the Private Securities Litigation Reform
Act of 1995: With the exception of historical information, the matters discussed
in this Form 10-Q are forward-looking statements that involve risks and
uncertainties including, but not limited to, economic conditions, product demand
and industry capacity, competitive products and pricing, manufacturing
efficiencies, new product development, availability of raw materials and
critical manufacturing equipment, the regulatory and trade environment, and
other risks indicated in filings with the Securities and Exchange Commission.
11
<PAGE>
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders.
(a) The registrant's Annual Meeting of Stockholders was held on June 2,
1999.
(b) Not applicable.
(c) There were two matters voted on at the Meeting. A brief
description of each of these matters, and the results of the
votes thereon, are as follows:
1. Election of Directors
Nominee For Abstain
------- --- -------
Owyang 9,630,759 48,632
Arndt 9,633,459 45,932
Lipcaman 9,633,444 45,947
Smith 9,633,559 45,832
2. Ratification of the appointment of Ernst & Young LLP
as the registrant's auditors for the fiscal year
ending December 31, 1999
Broker
For Against Abstain Nonvotes
--- ------- ------- --------
9,672,861 4,538 1,992 -0-
(d) Not applicable.
12
<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.
SILICONIX INCORPORATED
Date: August 13, 1999 By: /s/ King Owyang
------------------------------
King Owyang
President and Chief Executive
Officer
By: /s/ Jens Meyerhoff
------------------------
Jens Meyerhoff
Chief Financial Officer
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> JUL-04-1999
<CASH> 8,210
<SECURITIES> 0
<RECEIVABLES> 47,400
<ALLOWANCES> 22,394
<INVENTORY> 55,242
<CURRENT-ASSETS> 211,598
<PP&E> 330,423
<DEPRECIATION> 180,252
<TOTAL-ASSETS> 371,314
<CURRENT-LIABILITIES> 163,761
<BONDS> 0
0
0
<COMMON> 100
<OTHER-SE> 172,978
<TOTAL-LIABILITY-AND-EQUITY> 371,314
<SALES> 171,848
<TOTAL-REVENUES> 171,848
<CGS> 105,849
<TOTAL-COSTS> 105,849
<OTHER-EXPENSES> 30,802
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 560
<INCOME-PRETAX> 32,579
<INCOME-TAX> 9,367
<INCOME-CONTINUING> 22,932
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 22,932
<EPS-BASIC> 2.30
<EPS-DILUTED> 2.30
</TABLE>
