<PAGE>
United States
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 April 1, 2000
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 0-22356
FRIEDMAN'S INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 58-2058362
------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4 West State Street
Savannah, Georgia 31401 31401
- ---------------------------------------- ---------
(Address of principal executive offices) (Zip Code)
(912) 233-9333
----------------------------------------------------
(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 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 practical date.
The number of shares of Registrant's Class A Common Stock $.01 par value per
share, outstanding at May 12, 2000 was 13,250,857.
The number of shares of Registrant's Class B Common Stock $.01 par value per
share, outstanding at May 12, 2000 was 1,196,283.
<PAGE>
Index
Friedman's Inc.
<TABLE>
<CAPTION>
<S> <C>
Part I. Financial Information
Item 1. Consolidated Financial Statements (Unaudited)
Income Statements - Three and six months ended April 1, 2000 and March 31, 1999
Balance Sheets - April 1, 2000, March 31, 1999 and September 30, 1999
Statements of Cash Flows - Six months ended April 1, 2000 and March 31, 1999
Notes to Consolidated Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Part II. Other Information
Item 4. Submission of Matters to a Vote of Security Holders
Item 6. Exhibits and Reports on Form 8-K
Signatures
</TABLE>
<PAGE>
Part I. Financial Information
Item 1.
FRIEDMAN'S INC.
Consolidated Income Statements
(Unaudited)
(In thousands, except per share amounts)
<TABLE>
<CAPTION>
Three months ended Six months ended
April 1, March 31, April 1, March 31,
2000 1999* 2000 1999*
-------- --------- -------- --------
<S> <C> <C> <C> <C>
Net sales......................................... $80,403 $61,694 $231,821 $186,795
Operating Costs and Expenses:
Cost of goods sold including occupancy,
distribution and buying...................... 43,516 33,593 121,990 96,952
Selling, general and administrative............. 29,369 22,386 75,740 60,643
Depreciation and amortization................... 2,324 1,487 4,543 2,929
------- -------- -------- ---------
Income from operations............................ 5,194 4,228 29,548 26,271
Interest and other income from related party...... (584) (623) (1,167) (1,260)
Interest expense.................................. 1,114 951 2,131 2,108
------- -------- -------- ---------
Income before income taxes........................ 4,664 3,900 28,584 25,423
Income tax expense................................ 1,701 1,482 10,791 9,659
------- -------- -------- ---------
Net income........................................ $ 2,963 $ 2,418 $ 17,793 $ 15,764
======= ======== ======== =========
Earnings per share - basic........................ $ 0.21 $ 0.17 $ 1.23 $ 1.08
======= ======== ======== =========
Earnings per share - diluted...................... $ 0.21 $ 0.16 $ 1.23 $ 1.08
======= ======== ======== =========
Weighted average shares - basic................... 14,438 14,649 14,433 14,645
Weighted average shares - diluted................. 14,438 14,668 14,433 14,645
Number of stores open............................. 574 477 574 477
</TABLE>
See notes to consolidated financial statements.
* Restated. See Note D of the notes to the consolidated financial statements
<PAGE>
FRIEDMAN'S INC.
Consolidated Balance Sheets
(In thousands, except per share and share amounts)
<TABLE>
<CAPTION>
April 1, March 31, September 30,
2000 1999* 1999
--------- ---------- -------------
(Unaudited) (Note)
<S> <C> <C> <C>
Assets
Current Assets:
Cash.......................................................................... $ 1,042 $ 1,067 $ 1,076
Accounts receivable, net of allowance for doubtful accounts of $14,173
at April 1, 2000, $11,532 at March 31, 1999 and $10,863 at
September 30, 1999 .......................................................... 121,523 103,767 97,780
Inventories................................................................... 128,462 103,436 114,128
Deferred income taxes......................................................... 3,629 2,993 3,629
Other current assets.......................................................... 3,267 3,660 3,791
-------- -------- --------
Total current assets......................................................... 257,923 214,923 220,404
Equipment and improvements, net................................................ 49,734 37,623 44,160
Notes receivable from related party............................................ - 25,000 -
Tradename rights, net.......................................................... 5,728 6,199 5,964
Other receivable............................................................... - 1,625 -
Other assets................................................................... 4,384 1,703 4,768
-------- -------- --------
Total assets................................................................. $317,769 $287,073 $275,296
======== ======== ========
Liabilities and Stockholders' Equity
Current Liabilities:
Accounts payable.............................................................. $ 37,470 $ 29,216 $ 40,818
Accrued liabilities........................................................... 15,763 10,705 11,060
Income taxes payable.......................................................... 7,201 6,192 1,136
-------- -------- --------
Total current liabilities.................................................... 60,434 46,113 53,014
Bank debt...................................................................... 45,853 46,374 28,184
Deferred income taxes and other................................................ 2,026 1,419 2,194
Stockholders' Equity:
Preferred stock, par value $.01, 10,000,000 shares authorized;
and none issued.............................................................. - - -
Class A common stock, par value $.01, 25,000,000 shares
authorized, 13,250,857, 13,458,486 and 13,226,127 issued and
outstanding at April 1, 2000, March 31, 1999 and
September 30, 1999, respectively............................................. 133 135 132
Class B common stock, par value $.01, 7,000,000 shares
authorized, 1,196,283, 1,196,283 and 1,196,283 issued and
outstanding at April 1, 2000, March 31, 1999 and
September 30, 1999, respectively............................................. 12 12 12
Additional paid-in-capital.................................................... 118,681 120,029 118,543
Retained earnings............................................................. 91,815 74,061 74,417
Stock purchase loans.......................................................... (1,185) (1,070) (1,200)
-------- -------- --------
Total stockholders' equity................................................. 209,456 193,167 191,904
-------- -------- --------
Total liabilities and stockholders' equity................................. $317,769 $287,073 $275,296
======== ======== ========
</TABLE>
Note: The balance sheet at September 30, 1999 has been derived from the audited
financial statements at that date but does not include all the information
and footnotes required by generally accepted accounting principles for
complete financial statements.
See notes to consolidated financial statements.
* Restated. See Note D of the notes to the consolidated financial statements
<PAGE>
FRIEDMAN'S INC.
Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
<TABLE>
<CAPTION>
Six months ended
April 1, March 31,
2000 1999*
-------- ---------
<S> <C> <C>
Operating Activities:
Net income...................................................... $17,793 $ 15,764
Adjustments to reconcile net income to cash
provided by (used in) operating activities:
Depreciation and amortization................................. 4,543 2,929
Provision for doubtful accounts............................... 21,027 18,964
Income from related party...................................... (166) -
Changes in assets and liabilities:
Increase in accounts receivable............................ (44,770) (36,831)
Decrease (increase) in inventories......................... (14,334) 2,150
Decrease (increase) in other assets........................ 908 (1,683)
Increase in accounts payable and
accrued liabilities...................................... 1,086 16,311
Increase in income taxes payable........................... 6,064 8,641
-------- ---------
Net cash provided by (used in) operating
activities............................................ (7,849) 26,245
Investing Activities:
Additions to equipment and improvements......................... (9,648) (3,897)
Repayments of (payments for) employee stock purchases............ 15 (1,070)
-------- ---------
Net cash used in investing activities...................... (9,633) (4,967)
Financing Activities:
Proceeds from (repayments of) bank borrowings................... 17,669 (20,595)
Proceeds from employee stock purchases and options exercised ... 139 141
Payment of cash dividend........................................ (360) -
-------- ---------
Net cash provided by (used in) investing activities........ 17,448 (20,454)
-------- ---------
Increase (decrease) in cash....................................... (34) 824
Cash, beginning of period......................................... 1,076 243
-------- ---------
Cash, end of period............................................... $ 1,042 $ 1,067
======== =========
</TABLE>
See notes to consolidated financial statements.
* Restated. See Note D of the notes to the consolidated financial statements
<PAGE>
FRIEDMAN'S INC.
Notes to Consolidated Financial Statements
(Unaudited)
April 1, 2000
Note A - Basis of Presentation
The accompanying unaudited condensed 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 management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the three month and six month periods
ended April 1, 2000 are not necessarily indicative of the results that may be
expected for the year ending September 30, 2000. For further information, refer
to the financial statements and footnotes thereto included in the Friedman's
Inc. Annual Report on Form 10-K for the year ended September 30, 1999.
Note B - Earnings per Share
The dilutive effect of stock options on the diluted weighted average number
of shares outstanding for the period were zero and 19,000 for the three months
ended April 1, 2000 and March 31, 1999, respectively, and zero for the six
months ended April 1, 2000 and March 31, 1999, respectively.
Note C - Reclassifications
Certain balances as of March 31, 1999 have been reclassified to conform to
the current year financial statement presentation.
Note D - Change in Accounting Policy
The Company changed its accounting policy relating to revenue recognition
for diamond and gold product warranties. Pursuant to the Company's new policy,
the Company recognizes revenues, net of direct expenses, ratably over the
estimated life of the contract. Previously, the Company recognized all of the
warranty revenue at the time of the sale. The Company gave retroactive effect to
this new accounting policy by restating previously published financial
statements. The effect of the restatement for the three months ended March 31,
1999 was to increase net income by $144,000 and basic earnings per share by
$0.01. The effect of the restatement for the six months ended March 31, 1999 was
to decrease net income by $1.3 million and basic earnings per share by $0.09.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Three months ended April 1, 2000 compared to three months ended March 31, 1999
- ------------------------------------------------------------------------------
Results of Operations
- ---------------------
Net sales increased 30.3% to $80.4 million for the three months ended April
1, 2000, from $61.7 million for the three months ended March 31, 1999.
Comparable store net merchandise sales increased 10.7% for the three months
ended April 1, 2000.
Cost of goods sold, including occupancy, distribution and buying, increased
29.5% to $43.5 million, or 54.1% of net sales, for the three months ended April
1, 2000, versus $33.6 million, or 54.5% of net sales, for the three months
ended March 31, 1999. The decrease as a percentage of net sales was primarily
the result of leverage in occupancy costs associated with the increase in
comparable store sales performance. This decrease was slightly offset by a
lower merchandise gross margin rate. The lower merchandise gross margin rate was
primarily due to higher sales of advertised, promotional and clearance
merchandise as compared to the prior year. In general, a slightly lower
merchandise gross margin rate may continue as a result of the Company's
merchandising and promotional activities, but management does not believe that
such potential increases represent a material continuing trend.
Selling, general and administrative expenses increased 31.2% to $29.4
million for the three months ended April 1, 2000, from $22.4 million for the
three months ended March 31, 1999. As a percentage of net sales, selling,
general and administrative expenses increased to 36.5% of net sales for the
three months ended April 1, 2000 from 36.3% for the three months ended March 31,
1999. The increase as a percentage of net sales was primarily the result of
lower net earnings derived from the Company's credit operations partially offset
by improvements in operating expenses. The lower net earnings from credit
operations was the result of lower finance charges earned on lower customer
accounts receivables on an average per store basis for the three months ended
April 1, 2000 as compared to the three months ended March 31, 1999. The
improvement in operating expenses was primarily due to improved expense
management and leverage associated with the increase in comparable store sales.
Depreciation and amortization expenses increased 56.3% to $2.3 million for
the three months ended April 1, 2000, from $1.5 million for the three months
ended March 31, 1999. Depreciation and amortization expense as a percentage of
net sales was 2.9% for the three months ended April 1, 2000 compared to 2.4% in
the comparable period in the prior year. The increase in depreciation and
amortization as a percentage of net sales was due primarily to expenses
associated with the implementation of new computer software placed into service
July 1, 1999 and new store displays. In general, depreciation and amortization
expenses as a percentage of net sales may continue to increase as a result of
additional investments in systems and infrastructure, but management does not
believe that such potential increases represent a material continuing trend.
Interest and other income from a related party decreased to $584,000 for
the three months ended April 1, 2000 compared to $623,000 for the three months
ended March 31, 1999. Management expects interest and other income from a
related party to continue to decrease because of repayment of borrowings by
Crescent Jewelers Inc. and its wholly owned subsidiary, Crescent Jewelers
(collectively, "Crescent"). Crescent is affiliated with the Company through
common ownership and management. This decrease will be partially offset by
Crescent's payments to the Company of fees related to the Company's guaranty of
Crescent's obligations under Crescent's credit facility. See "Liquidity and
Capital Resources." Interest expense increased to $1.1 million for the three
months ended April 1, 2000 compared to $1.0 million for the three months ended
March 31, 1999. The increase in interest expense was due primarily to higher
interest rates and loan amortization fees associated with the Company's new
credit facility as compared to the same period in the prior year. See "Liquidity
and Capital Resources."
Net income increased by 22.5% to $3.0 million for the three months ended
April 1, 2000 compared to $2.4 million for the three months ended March 31,
1999. Basic earnings per share increased 23.5% to $0.21 for the three months
ended April 1, 2000 from $0.17 for the three months ended March 31, 1999.
Diluted earnings per share increased 31.3% to $0.21 for the three months ended
April 1, 2000 from $0.16 for the three months ended March 31, 1999. Basic
weighted average common shares outstanding decreased 1.4% to 14,438,000 for the
three months ended April 1, 2000 from 14,649,000 for the comparable period in
the prior year. Diluted weighted average common shares outstanding decreased
1.6% to 14,438,000 for the three months ended April 1, 2000 from 14,668,000 for
the comparable period in the prior year.
<PAGE>
Six months ended April 1, 2000 compared to six months ended March 31, 1999
- --------------------------------------------------------------------------
Results of Operations
- ---------------------
Net sales increased 24.1% to $231.8 million for the six months ended April
1, 2000 from $186.8 million for the six months ended March 31, 1999. Comparable
store net merchandise sales increased 7.6% for the six months ended April 1,
2000.
Cost of goods sold, including occupancy, distribution and buying, increased
25.8% to $122.0 million, or 52.6%, of net sales, for the six months ended April
1, 2000 versus $97.0 million, or 51.9% of net sales, for the six months ended
March 31, 1999. The increase as a percentage of net sales was primarily the
result of a lower merchandise gross margin rate offset slightly by lower store
occupancy costs as a percentage of net sales. The lower merchandise gross margin
rate was primarily due to higher sales of advertised, promotional and clearance
merchandise as compared to the prior year. In general, cost of goods sold as a
percentage of net sales may continue to increase as a result of the Company's
merchandising and promotional activities, but management does not believe that
such potential increases represent a material continuing trend.
Selling, general and administrative expenses increased 24.9% to $75.7
million for the six months ended April 1, 2000, from $60.6 million for the six
months ended March 31, 1999. As a percentage of net sales, selling, general and
administrative expenses increased to 32.7% of net sales for the six months ended
April 1, 2000 from 32.5% for the six months ended March 31, 1999. The increase
as a percentage to net sales was primarily due to higher incentive payouts
associated with the Company's incentive program compared to the comparable
period last year.
Depreciation and amortization expenses increased 55.1% to $4.5 million for
the six months ended April 1, 2000, from $2.9 million for the six months ended
March 31, 1999. Depreciation and amortization expense as a percentage of net
sales was 2.0% for the six months ended April 1, 2000 compared to 1.6% in the
comparable period in the prior year. The increase in depreciation and
amortization as a percentage of net sales was due primarily to expenses
associated with the implementation of new computer software placed into service
July 1, 1999 and new store displays. In general, depreciation and amortization
expenses as a percentage of net sales may continue to increase as a result of
additional investments in systems and infrastructure, but management does not
believe that such potential increases represent a material continuing trend.
Interest and other income from a related party decreased to $1.2 million
for the six months ended April 1, 2000 compared to $1.3 million for the six
months ended March 31, 1999. Management expects interest and other income from
a related party to continue to decrease because of repayment of borrowings by
Crescent Jewelers Inc. and its wholly owned subsidiary, Crescent Jewelers
(collectively, "Crescent"). Crescent is affiliated with the Company through
common ownership and management. This decrease will be partially offset by
Crescent's payments to the Company of fees related to the Company's guaranty of
Crescent's obligations under Crescent's credit facility. See "Liquidity and
Capital Resources." Interest expense remained unchanged at $2.1 million for the
six months ended April 1, 2000 and for the six months ended March 31, 1999.
Net income increased by 12.9% to $17.8 million for the six months ended
April 1, 2000 compared to $15.8 million for the six months ended March 31, 1999.
Basic and diluted earnings per share increased 13.9% to $1.23 for the six months
ended April 1, 2000 from $1.08 for the six months ended March 31, 1999. Basic
and diluted weighted average common shares outstanding decreased 1.5% to
14,433,000 for the six months ended April 1, 2000 from 14,645,000 for the
comparable period in the prior year.
<PAGE>
Liquidity and Capital Resources
- -------------------------------
During the six months ended April 1, 2000, net cash used by the Company's
operating activities was $7.8 million compared to $26.2 million provided by
operations for the six months ended March 31, 1999. For the six months ended
April 1, 2000, cash was used by operations to fund increased net inventory
levels, including accounts payable, and customer accounts receivables offset
slightly by increases in net income.
Investing activities used cash of $9.6 million for the six months ended
April 1, 2000 compared to $5.0 million during the six months ended March 31,
1999. The increase was due primarily to a $1.5 million investment in new store
displays and the addition of 43 new stores for the six months ended April 1,
2000 compared to 6 new stores for the comparable period in the prior year. In
December 1998, the Company made loans, maturing in 2003 and amounting to $1.1
million to certain directors, officers and employees of the Company to purchase
shares of the Class A Common Stock of the Company.
Financing activities provided $17.5 million of cash for the six months
ended April 1, 2000 compared to $20.5 million used in financing activities for
six the months ended March 31, 1999. This cash was mostly provided from bank
borrowings for the six months ended April 1, 2000 versus the repayment of bank
borrowings for the six months ended March 31, 1999.
The Company has a three year $67.5 million senior secured revolving credit
facility maturing on September 15, 2002. Borrowings under the credit facility
bear interest at either the federal funds rate plus 0.5%, the prime rate or, at
the Company's option, the eurodollar rate plus applicable margin ranging from
1.00% to 1.75%. The applicable margin is determined based on a calculation of
the combined leverage ratio of the Company and Crescent. The facility contains
certain financial covenants and is secured by certain of the Company's assets.
At April 1, 2000, $45.9 million was outstanding under the new facility, with
interest accruing on such borrowings in a range from 7.15% to 9.00%. Management
believes that the Company's credit facility will be sufficient to fund the
Company's working capital requirements through fiscal 2000.
In connection with it's credit facility, the Company agreed to provide
certain credit enhancements and to guaranty the obligations of Crescent under
its $112.5 million senior secured revolving credit facility. In consideration
for this guaranty, Crescent makes quarterly payments to the Company in an amount
equal to 2% per annum of the outstanding obligations of Crescent under its
credit facility during the preceding fiscal quarter. In further consideration
of this guaranty, Crescent issued the Company a warrant to purchase 7,942,904
shares of Crescent's non-voting Class A Common Stock, or approximately 50% of
the capital stock of Crescent on a fully diluted basis, for an exercise price of
$500,000.
On October 15, 1999 and January 15, 2000, a quarterly dividend of $0.0125
per share, or $180,000, was paid to stockholders of record of the Company at the
close of business on September 30, 1999 and December 31, 1999, respectively.
Additionally, on March 3, 2000, the Company's Board of Directors declared an
increase in its annual cash dividend from $0.05 per share to $0.06 per share and
subsequently declared a quarterly dividend of $0.015 per share, payable on April
17, 2000 to shareholders of record as of March 31, 2000.
ITEM 7(A). QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
The Company's market risk is limited to fluctuations in interest rates as
it pertains to the Company's borrowings under its credit facility. The Company
pays interest on borrowings at either the federal funds rate plus 0.5%, the
prime rate or, at the Company's option, the eurodollar rate plus applicable
margin ranging from 1.00% to 1.75%. If the interest rates on the Company's
borrowings average 100 basis points more in fiscal 2000 than they did in fiscal
1999, the Company's interest expense would increase and income before income
taxes would decrease by $534,000. This amount is determined solely by
considering the impact of the hypothetical change in the interest rate on the
Company's borrowing cost without consideration for other factors such as actions
management might take to mitigate its exposure to interest rate changes. The
market risk of the Company's interest rate as of April 1, 2000 has not
materially changed since September 30, 1999.
<PAGE>
Part II. Other Information
Item 4. Submission of Matters to a Vote of Security Holders
At the Annual Meeting of Stockholders of the Company held on March 2, 2000,
the following matters were brought before and voted upon by the
shareholders:
Class A Common Stock
--------------------
1. A proposal to elect the following persons to the Board of Directors to
serve until the 2001 Annual Meeting of Stockholders of the Company:
<TABLE>
<CAPTION>
For Withhold Authority
--- -------------------
<S> <C> <C>
John E. Cay III 10,974,776 76,424
Robert W. Cruickshank 10,974,876 76,424
David B. Parshall 10,904,876 146,324
</TABLE>
Class B Common Stock
---------------------
2. A proposal to elect the following persons to the Board of Directors to
serve until the 2001 Annual Meeting of Stockholders of the Company:
<TABLE>
<CAPTION>
For Withhold Authority
--- -------------------
<S> <C> <C>
Bradley J. Stinn 1,196,283 0
Sterling B. Brinkley 1,196,283 0
Mark C. Pickup 1,196,283 0
</TABLE>
3. A proposal to ratify the selection of Ernst & Young LLP as independent
certified public accountants of the Company for the fiscal year ending
September 30, 2000:
<TABLE>
<CAPTION>
For Against Abstain Broker Non-Votes
--- ------- ------- ----------------
<S> <C> <C> <C>
1,196,283 0 0 0
</TABLE>
Item 6. Exhibits and Reports on Form 8-K
The Company did not file a Current Report on Form 8-K during the three
month period ended April 1, 2000.
The exhibits to this report on Form 10-Q are listed on the Exhibit Index
which immediately follows the signature page hereto.
<PAGE>
EXHIBIT INDEX
Exhibit
Number
3.1 Registrant's Certificate of Incorporation, as amended (incorporated by
reference from Exhibit 4(a) to the Registrant's Registration Statement on
Form S-8 (File No. 333-17755) dated March 21, 1997).
3.2 Bylaws of the Registrant (incorporated by reference from Exhibit 3.2 to
the Registrant's Registration Statement on Form S-1 (File No. 33-67662),
and amendments thereto, originally filed on August 19, 1993).
4.1 See Exhibits 3.1 and 3.2 for provisions of the Certificate of
Incorporation and Bylaws of the Registrant defining rights of holders of
Class A and Class B Common Stock of the Registrant.
4.2 Form of Class A Common Stock certificate of the Registrant (incorporated
by reference from Exhibit 4.2 to the Registrant's Registration Statement
on Form S-1 (File No. 33-67662), and amendments thereto, originally filed
on August 19, 1993).
27 Financial Data Schedule (for SEC use only)
<PAGE>
Signatures
Pursuant to the requirements of Section 13 or 15(d) 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 on May 15, 2000.
FRIEDMAN'S INC.
By: /s/ Victor M. Suglia
-------------------------------------------------
Victor M. Suglia
Senior Vice President and Chief Financial Officer
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-2000
<PERIOD-START> JAN-02-2000
<PERIOD-END> APR-01-2000
<CASH> 1,042
<SECURITIES> 0
<RECEIVABLES> 121,523
<ALLOWANCES> 0
<INVENTORY> 128,462
<CURRENT-ASSETS> 257,923
<PP&E> 49,734
<DEPRECIATION> 0
<TOTAL-ASSETS> 317,769
<CURRENT-LIABILITIES> 60,434
<BONDS> 0
0
0
<COMMON> 145
<OTHER-SE> 209,311
<TOTAL-LIABILITY-AND-EQUITY> 317,769
<SALES> 80,403
<TOTAL-REVENUES> 0
<CGS> 43,516
<TOTAL-COSTS> 72,885
<OTHER-EXPENSES> 2,324
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 530
<INCOME-PRETAX> 4,664
<INCOME-TAX> 1,701
<INCOME-CONTINUING> 2,963
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,963
<EPS-BASIC> 0.21
<EPS-DILUTED> 0.21
</TABLE>
