UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal quarter ended September 25, 1998 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 0-25246 ----------- WINSLOEW FURNITURE, INC. (Exact name of registrant as specified in its charter) FLORIDA 63-1127982 - -------------------------------- -------------------- (State or other jurisdiction of (I.R.S Employer incorporation or organization) Identification No.) 160 VILLAGE STREET, BIRMINGHAM, ALABAMA 35242 - ------------------------------------------------------------ (Address of principal executive offices) (Zip Code) (Registrant's telephone number, including Area Code) (205) 408-7600 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 Shares Outstanding at November 3, 1998 $ .01 par value 7,329,408 WINSLOEW FURNITURE, INC. INDEX PART I. FINANCIAL INFORMATION	Page Item 1. Financial Statements Consolidated Balance Sheet ...................... 3 Consolidated Statements of Income ............... 4 Consolidated Statements of Cash Flows ........... 5 Notes to Consolidated Financial Statements ...... 6-7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations ............. 8-12 PART II. OTHER INFORMATION Item 1. Legal Proceedings ............................... 12 Item 4. Submission of Matters to a Vote of Security Holders ................................ 12 Item 6. Exhibits and Reports on Form 8-K ................ 12 Signatures .................................................. 13 (2) WinsLoew Furniture, Inc. and Subsidiaries Consolidated Balance Sheets (Unaudited) 			 			 (In thousands except share and per share amounts) September 25, December 31, 1998 1997 --------- ----------- Assets			 Cash and cash equivalents $ 3,441 $ 707 Accounts receivable, less allowances for doubtful accounts 16,697 21,124 Inventories 8,263 9,096 Prepaid expenses and other current assets 4,586 7,391 Net assets of discontinued operations -- 2,057 ------- -------- Total current assets 32,987 40,375 			 Net assets of discontinued operations 948 6,860 Property, plant and equipment, net 11,950 10,320 Goodwill, net 26,595 21,021 Other assets 3,826 763 ------- ------- $76,306 $79,339 ======= ======= 			 Liabilities and Stockholders' Equity			 Current portion of long-term debt $ 46 $ 515 Accounts payable 3,392 3,187 Other accrued liabilities 12,139 7,336 ------- ------- Total current liabilities 15,577 11,038 			 Long-term debt, net of current portion 1,080 15,908 Deferred income taxes 745 1,367 ------- ------- Total liabilities 17,402 28,313 ------- ------- 			 Commitments and contingencies 			 			 Stockholders' equity:			 Preferred stock, par value $.01 per share, 5,000,000 shares authorized, none issued -- -- Common stock; par value $.01 per share, 20,000,000 shares authorized, 7,329,408 and 7,526,508 shares issued and outstanding at September 25, 1998 and December 31, 1997 73 75 Additional paid-in capital 20,439 24,926 Retained earnings 38,392 26,025 ------- ------- Total stockholders' equity 58,904 51,026 ------- ------- $76,306 $79,339 ======= ======= 			 See accompanying notes. (3) WinsLoew Furniture, Inc and Subsidiaries Consolidated Statements of Income (Unaudited) 			 (In thousands except per share amounts)			 Third Quarter Ended Nine Months Ended ----------------------- -------------------- Sept 25, Sept 26, Sept 25, Sept 26, 1998 1997 1998 1997 --------- --------- --------- --------- Net sales $33,329 $27,985 $98,256 $88,645 Cost of sales 20,459 18,121 60,153 56,917 -------- -------- -------- -------- Gross profit 12,870 9,864 38,103 31,728 			 Selling, general and administrative expenses 6,596 5,187 16,672 15,849 Amortization 319 245 806 733 -------- -------- -------- -------- Operating income 5,955 4,432 20,625 15,146 			 Interest expense 137 590 824 2,092 -------- -------- -------- -------- Income from continuing operations before income taxes 5,818 3,842 19,801 13,054 Provision for income taxes 2,221 1,492 7,434 5,046 ------- -------- -------- -------- Income from continuing operations 3,597 2,350 12,367 8,008 (Loss) from discontinued operations, net of taxes -- (68) -- (404) ------- -------- -------- -------- Net income $3,597 $2,282 $12,367 $7,604 ======= ======= ======= ======= Basic earnings (loss) per share:			 Income from continuing operations $0.48 $0.31 $1.65 $1.07 (Loss) from discontinued operations, net of taxes -- (0.01) -- (0.05) ----- ------ ----- ----- Net income $0.48 $0.30 $1.65 $1.01 ===== ====== ===== ===== 			 Weighted average number of shares 7,468 7,508 7,506 7,508 ===== ===== ===== ===== Diluted earnings (loss) per share: Income from continuing operations $0.47 $0.31 $1.61 $1.05 (Loss) from discontinued operations, net of taxes -- (0.01) -- (0.05) ----- ------ ----- ----- Net income $0.47 $0.30 $1.61 $1.00 ===== ====== ===== ===== 			 Weighted average number of shares and common stock equivalents 7,647 7,602 7,688 7,602 ===== ====== ===== ===== See accompanying notes. (4) WinsLoew Furniture, Inc. and Subsidiaries Consolidated Statements of Cash Flows (Unaudited) 				 				 		 		 (In thousands) For the Nine Months Ended ----------------------------- September 25, September 26, 1998 1997 ------------- ------------- Cash flows from operating activities: Net income $12,367 $7,604 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 1,685 1,712 Provision for losses on accounts receivable 471 (14) Change in net assets held for sale 7,969 4,784 Changes in operating assets and liabilities, net of effects from acquisitions and dispositions: Accounts receivable 4,693 7,616 Inventories 1,442 1,358 Prepaid expenses and other current assets 2,813 (261) Other assets (632) (34) Accounts payable 15 615 Other accrued liabilities 2,694 2,110 Deferred income taxes (622) 128 ------- ------- Total adjustments 20,528 18,014 ------- ------- Net cash provided by (used in) operating activities 32,895 25,618 ------- ------- Cash flows from investing activities:				 Capital expenditures, net of disposals (1,055) (682) Proceeds from disposition of business -- 2,119 Investment in subsidiary (9,320) -- ------- ------- Net cash provided by (used in) investing activities (10,375) 1,437 -------- ------- Cash flows from financing activities: Net borrowings (payments) under revolving credit agreements (15,297) (23,890) Proceeds from issuance of common stock, net 846 (1,970) Payments on long-term debt -- 731 Repurchase and cancellation of stock (5,335) (490) -------- ------- Net cash used in financing activities (19,786) (25,619) -------- ------- Net increase in cash and cash equivalents 2,734 1,436 Cash and cash equivalents at beginning of year 707 897 ------ ------- Cash and cash equivalents at end of period $3,441 $2,333 ====== ======= 				 Supplemental disclosures:				 Interest paid $500 $1,954 Income taxes paid $6,189 $5,352 ====== ======= 				 Investing activities included the acquisition of Tropic Craft in 1998. Assets acquired, liabilities assumed and consideration paid was as follows: Fair value of assets acquired $11,665 Cash acquired (46) Liabilities assumed (2,299) -------- $ 9,320 ======== See accompanying notes (5) WINSLOEW FURNITURE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. Basis of Presentation The accompanying unaudited consolidated financial statements of WinsLoew Furniture, Inc. and subsidiaries (the "Company" or "WinsLoew"), which are for interim periods, do not include all disclosures provided in the annual consolidated financial statements. These unaudited consolidated financial statements should be read in conjunction with the annual consolidated financial statements and notes thereto contained in the Company's Annual Report on Form 10-K for the year ended December 31, 1997, as filed with the Securities and Exchange Commission. All material intercompany balances and transactions have been eliminated. The preparation of the consolidated financial statements requires the use of estimates in the amounts reported. In the opinion of the Company, the accompanying unaudited consolidated financial statements contain all adjustments (which are of a normal recurring nature) necessary for a fair presentation of the results for the interim periods. The results of operations are presented for the Company's third quarter, which is from June 27 through September 25, 1998, and for the nine month period which is from January 1 through September 25, 1998. The results of operations for these two periods are not necessarily indicative of the results to be expected for the full year. 2. Inventories Inventories consisted of the following: (In thousands) September 25, December 31, 1998 1997 ------------- ------------ Raw materials $6,210 $7,597 Work in process 721 1,038 Finished goods 1,332 461 ------ ------ $8,263 $9,096 ====== ====== 3. Long-term Debt WinsLoew's amended senior credit facility provides the Company with a variable amount available under the revolving line of credit. The amount available under its revolving credit line is $20 million between July 1 each year through December 31. The Company may, at its option, elect to increase the revolving credit line at January 1 through the following June 30 to a maximum of $40 million. 4. Capital Stock In January 1998, WinsLoew's Board of Directors approved a plan to acquire up to 1,000,000 shares of the Company's common stock. The purchases are being funded by the Company's senior credit facility (see Note 3 above). As of September 25, 1998, the Company has acquired 258,000 shares for $5.3 million. (6) 5. Discontinued Operations During 1997 the Company's Board of directors adopted a plan to discontinue the Company's ready-to-assemble ("RTA") operations. Of the three business, one is in the process of being liquidated, one has been sold and one is being held for sale (See Note 6- Acquisition and Disposition). The results of operations have been classified in the accompanying statement of income as discontinued operations. Revenues from discontinued operations were $2.9 and $7.5 million in the third quarter of 1998 and 1997 and $12.9 and $20.5 million for the nine month period ended September 25, 1998 and September 26, 1997, respectively. The current net assets of discontinued operations consist primarily of inventory and receivables, net of current liabilities including a reserve for estimated losses through the disposal date. The non-current net assets of discontinued operations consist primarily of property, plant and equipment, net. 6. Acquisition and disposition On June 26, 1998 the Company entered into an agreement to sell its Continental Engineering Group, Inc. ("Continental") subsidiary for approximately $7.9 million. Continental was one of the RTA businesses being held for sale (See Note 5). The proceeds were primarily used to reduce outstanding indebtedness under the Company's senior credit facility. On June 30, 1998 the Company purchased the stock of Tropic Craft, Inc. (Tropic Craft) , a company involved in the design and manufacture of casual furniture for the contract market. The purchase price of approximately $9.3 million was financed under the Company's senior credit facility. The acquisition resulted in goodwill of approximately $8.4 million and was accounted for under the purchase method and, accordingly, the operating results of Tropic Craft have been included in the consolidated operating results since the date of acquisition. The following unaudited pro forma information has been prepared assuming that the acquisition of Tropic Craft occurred on January 1, 1997. Permitted pro forma adjustments include only the effects of events directly attributable to the transaction that are factually supportable and expected to have a continuing impact. The pro forma results are not necessarily indicative of what actually would have occurred if the acquisition had been in effect for the entire period presented. In addition, they are not intended to be a projection of future results and do not reflect any synergy that might be achieved from combined operations. Nine Months Ended --------------------------------- (In thousands) September 25, September 26, 1998 1997 ------------- ------------- Net sales $101,648 $93,152 Net income $ 13,014 $ 7,956 Basic earning per share $1.73 $1.06 Diluted earnings per share $1.69 $1.05 (7) MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS General WinsLoew is engaged in the design, manufacture, and distribution of casual and contract seating furniture. WinsLoew's casual furniture products are distributed through independent manufacturer's representatives and are constructed of extruded and tubular aluminum, wrought iron and cast aluminum. These products are distributed through fine patio stores, department stores and full line furniture stores nationwide. WinsLoew's contract seating products are distributed to a broad customer base which includes architectural design firms, restaurants and lodging chains. Results of Operations The following table sets forth net sales, gross profit, and gross margin as a percent of net sales for the respective periods for each of the Company's product lines (in thousands, except for percentages): Three Months Ended ---------------------------------------------------- September 25, 1998 September 26, 1997		 ------------------------- ------------------------ 	 Net Gross Gross Net Gross Gross Sales Profit Margin Sales Profit Margin ------- ------- ------ ------- ------ ------ Casual furniture $15,898 $ 7,038 44.3% $13,116 $5,202 39.7% Contract seating 17,431 5,832 33.4% 14,869 4,662 31.4% ------- ------- ------- ------ Total $33,329 $12,870 38.6% $27,985 $9,864 35.2% ======= ======= ======= ====== 								 									 Nine Months Ended ---------------------------------------------------- September 25, 1998 September 26, 1997	 ------------------------- ------------------------ 	 Net Gross Gross Net Gross Gross Sales Profit Margin Sales Profit Margin ------- ------- ------ ------- ------ ------ Casual furniture $47,423 $21,754 45.9% $44,974 $18,698 41.6% Contract seating 50,833 16,349 32.2% 43,671 13,030 29.8% ------- ------- ------- ------- Total $98,256 $38,103 38.8% $88,645 $31,728 35.8% ======= ======= ======= ======= 			 (8) The following table sets forth certain information relating to the Company's operations expressed as a percentage of the Company's net sales: Three Months Ended Nine Months Ended		 -------------------- -------------------- 	 Sept. 25, Sept. 26, Sept. 25, Sept. 26, 1998 1997 1998 1997 ----- ----- ----- ----- Gross margin 38.6% 35.2% 38.8% 35.8% Selling, general and administrative expense 19.8% 18.5% 17.0% 17.9% Amortization 1.0% 0.9% 0.8% 0.8% Operating income 17.9% 15.8% 21.0% 17.1% Interest expense, net 0.4% 2.1% 0.8% 2.4% Income from continuing operations before income taxes 17.5% 13.7% 20.2% 14.7% Income from continuing operations 10.8% 8.4% 12.6% 9.0% COMPARISON OF THIRD QUARTERS ENDED SEPTEMBER 25, 1998 AND SEPTEMBER 26, 1997 NET SALES:	WinsLoew's consolidated net sales for the third quarter of 1998, $33.3 million, increased $5.3 million or 18.9% from $28 million in the third quarter of 1997. If the casual wrought iron business, sold in August 1997, is excluded from the third quarter of 1997, consolidated net sales increased $6.3 million or 23.3%. Both of the Company's product lines experienced strong sales increases. Sales of casual products, after excluding 1997 third quarter sales for the wrought iron business sold in August 1997, increased 30.3% in the third quarter of 1998. Management believes that this increase in demand is primarily due to the Company's emphasis on quality, leading the industry through innovative designs and providing customer flexibility with it's delivery program. Contract Seating product sales increased 17.2% in the third quarter of 1998 primarily due to increased demand in both it's core business and the lodging industry. GROSS MARGIN:	Consolidated gross margin was 38.6% in the third quarter of 1998, compared to 35.2% in the third quarter of 1997. Both of the Company's product lines contributed to the increase in gross margin. The Casual product line gross margin improved to 44.3% in the third quarter of 1998 compared to 39.7% in the third quarter of 1997, due, in part, to the sale in August 1997 of the wrought iron business and improved operating efficiencies and lower raw material costs in the remaining casual facilities. The gross margin for contract seating products improved to 33.4% in the third quarter of 1998 compared to 31.4% in the third quarter of 1997 due to higher volume and improved efficiencies in both of the Company's contract facilities. SELLING, GENERAL AND ADMINISTRATIVE EXPENSES:	Selling, general and administrative expenses increased $1.4 million in the third quarter of 1998. The increase was primarily the result of sales related expenditures and increases to provisions for losses on accounts receivable. OPERATING INCOME:	As a result of the above, operating income increased by $1.6 million, to $6.0 million (17.9% of net sales) in the third quarter of 1998 compared to $4.4 million (15.8% of net sales) in the third quarter of 1997. INTEREST EXPENSE:	The Company's interest expense decreased $453,000 in the third quarter of 1998, compared to the third quarter of 1997, due to lower outstanding debt balances. PROVISION FOR INCOME TAXES:	The Company's effective tax rate for the third quarter of 1998 was 38.2% compared to 38.8% for the third quarter of 1997. The effective tax rate is greater than the federal statutory rate primarily due to the effect of state income taxes and non-deductible goodwill amortization. (9) COMPARISON OF NINE MONTHS ENDED SEPTEMBER 25, 1998 AND SEPTEMBER 26, 1997 NET SALES:	WinsLoew's consolidated net sales for the first nine months of 1998, $98.3 million, increased $9.7 million or 10.9% from $88.6 million for the first nine months of 1997. If the casual wrought iron business, sold in August 1997, is excluded from the first nine months of 1997, consolidated net sales increased $15.4 million or 18.6%. Both of the Company's product lines experienced strong sales increases. The Casual product line increased sales by 20.8%, after excluding sales in the 1997 period of the casual wrought iron business sold in August 1997. The Company believes that due to its high quality, innovative designs, and delivery program, existing retail customers have allocated more floor space, and are, therefore, requiring larger inventories of the Company's casual aluminum furniture. The Contract Seating product line experienced a sales increase of 16.4% as both core business and the lodging industry increased demand. GROSS MARGIN:	Consolidated gross margin increased to 38.8% in the first nine months of 1998, compared to 35.8% in the first nine months of 1997. Both product lines contributed to the improved gross margin. The Casual product line gross margin increased to 45.9% during the first nine months of 1998 compared to 41.6% for the same period in 1997. The increase is a combination of the sale of the casual wrought iron business, greater operating efficiencies from increased production volumes and favorable raw material costs. The contract seating product line gross margin increased to 32.2% during the first nine months of 1998 compared to 29.86% for the same period in 1997 primarily due to increased sales volume and improved operating efficiencies. SELLING, GENERAL AND ADMINISTRATIVE EXPENSES:	Selling, general and administrative expenses increased over the first nine months of 1997 by $0.8 million. The increase was primarily the result of sales related expenditures and increases to provisions for losses on accounts receivable. OPERATING INCOME:	As a result of the above, operating income increased by $5.5 million to $20.6 million (21.0% of net sales) in the first nine months of 1998, compared to $15.1 million (17.1% of net sales) during the comparable period of 1997. INTEREST EXPENSE:	The Company's interest expense decreased $1.3 million in the first nine months of 1998, compared to the same period in 1997 due to lower outstanding debt balances. PROVISION FOR INCOME TAXES:	The Company's 1998 effective tax rate of 37.5% and effective rate of 38.7% for the 1997 period is greater than the federal statutory rate due to the effect of state income taxes and non-deductible goodwill amortization. Seasonality and Quarterly Information The furniture industry is cyclical and sensitive to changes in general economic conditions, consumer confidence, discretionary income, interest rate levels and credit availability. Sales of Casual products are typically higher in the second and fourth quarters of each year, primarily as a result of: (1) high retail demand for casual furniture in the second quarter, preceding the summer months, and (2) the impact of special sales programs on fourth quarter sales. The Company's Casual product sales will also be affected by weather conditions during the peak retail selling season with a resulting impact on consumer purchases of outdoor furniture products. The results of operations for any interim quarter are not necessarily indicative of results for a full year. (10) Liquidity and Capital Resources The WinsLoew's short-term cash needs are primarily for working capital to support its debt service, accounts payable, and inventory requirements. The Company has historically financed its short-term liquidity needs with internally generated funds and revolving credit facility borrowings. The Company actively monitors its cash balances and applies available funds to reduce borrowings under its long-term revolving line of credit. At September 25, 1998, the Company has $20.1 million of working capital and $20.0 million of unused and available funds under its credit facilities. In May 1998, WinsLoew amended its senior credit facility to provide for capital stock purchases not to exceed, in aggregate, $10 million (see Note 4 to the Consolidated Financial Statements). As of September 25, 1998 there was $6.8 million available for such repurchases. CASH FLOWS FROM OPERATING ACTIVITIES:	Cash provided by operating activities was $32.9 million and $25.6 million for the first nine months of 1998 and 1997, respectively. The improvement in cash provided by operations in the first nine months of 1998 compared to 1997 was primarily due to the overall improvement in profits. CASH FLOWS FROM INVESTING ACTIVITIES:	Cash provided (used) for investing activities was $(10.4) million and $1.4 million for the first nine months of 1998 and 1997, respectively. Cash flows provided by investing activities for the first nine months of 1997 was primarily due to the proceeds from the disposition of the casual wrought iron facility in August 1997. Cash used by investing activities for the first nine months of 1998 was primarily due to the purchase of Tropic Craft (see Note 6 to the Consolidated Financial Statements). CASH FLOWS FROM FINANCING ACTIVITIES:	Net cash used in financing activities was $19.8 million in the first nine months of 1998 compared to $25.6 million in the first nine months of 1997. Cash was used primarily to reduce debt balances under the Company's revolving credit facilities (see Note 3 to the Consolidated Financial Statements) and to repurchase shares of the Company's stock (see Note 4 to the Consolidated Financial Statements). At September 25, 1998, the Company has no material commitments for capital expenditures. Foreign Exchange Forward Contracts WinsLoew purchases some raw materials from several Italian suppliers. These purchases expose the Company to the effects of fluctuations in the value of the U.S. dollar versus the Italian lira. If the U.S. dollar declines in value versus the Italian lira, the Company will pay more in U.S. dollars for these purchases. To reduce its exposure to loss from such potential foreign exchange fluctuations, the Company will occasionally enter into foreign exchange forward contracts. These contracts allow the Company to buy Italian lira at a predetermined exchange rate and thereby transfer the risk of subsequent exchange rate fluctuations to a third party. However, if the Company is unable to continue such forward contract activities and the Company's inventories increase in connection with expanding sales activities, a weakening of the U.S. dollar against the Italian lira could result in reduced gross margins. The Company elected to hedge a portion of its exposure to purchases made in 1998 by entering into foreign currency forward contracts with a value of $1.1 million, all of which is outstanding and unsettled at September 25, 1998, maturing at approximately $279,000 per month. The Company did not incur significant gains or losses from these foreign currency transactions. (11) Year 2000 The Company began an assessment of the Year 2000 issue on its systems in mid-1995. Based on the assessment, the Company determined that that it was necessary to replace portions of its software and hardware so that those systems will properly utilize dates beyond December 31, 1999. To date, approximately 91% of the Company's continuing operations business critical systems have been remediated and tested at a cost of approximately $0.5 million. This process is projected to be completed by mid to late 1999 at minimal additional cost. A separate plan has been developed to address the Company's discontinued operations (see Note 5 to the Consolidated Financial Statements). The Company has contacted its significant suppliers and customers concerning Year 2000 compliance. Based on these discussions the Company is not aware of any supplier or customer with a Year 2000 issue that would materially impact the Company's financial position, results of operations or liquidity. However, WinsLoew has no means of ensuring that suppliers or customers will be Year 2000 ready. The effect of non-compliance by third parties is not determinable. Management believes that it has substantially completed an effective program to resolve the Year 2000 issue in a timely manner. In the event that the Company was unable to complete the program, management believes that it has established adequate contingency plans for it's business critical systems and that such an event would not have a materially impact the Company's financial position . However, disruptions in the general economy resulting for Year 2000 issues could adversely affect the Company. Part II.		Other Information Item 1. Legal Proceedings The Company is, from time to time, involved in routine litigation. No such routine litigation in which the Company is presently involved is material to its financial position, results of operations, or liquidity. Item 4. Submission of Matters to a Vote of Security Holders (a) None 	 										 Item 6. Exhibits and Reports on Form 8-K Exhibit 27 - Financial Data Schedule		 		 (b) Incorporated by reference and filed with the Registrant's Report on Form 8-K filed July 14, 1998. 			 (12) 			 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. WINSLOEW FURNITURE, INC. /s/ Bobby Tesney ----------------- November 3,1998 BOBBY TESNEY President and Chief Executive Officer /s/ Vincent A. Tortorici, Jr. ----------------------------- November 3, 1998 VINCENT A. TORTORICI, Jr. Chief Financial Officer (13) [ARTICLE] 5 [MULTIPLIER] 1,000 [PERIOD-TYPE] 3-MOS [FISCAL-YEAR-END] DEC-31-1998 [PERIOD-END] SEP-25-1998 [CASH] 3,441 [SECURITIES] 0 [RECEIVABLES] 16,697 [ALLOWANCES] 0 [INVENTORY] 8,263 [CURRENT-ASSETS] 32,987 [PP&E] 11,950 [DEPRECIATION] 0 [TOTAL-ASSETS] 76,306 [CURRENT-LIABILITIES] 15,577 [BONDS] 0 [PREFERRED-MANDATORY] 0 [PREFERRED] 0 [COMMON] 73 [OTHER-SE] 58,831 [TOTAL-LIABILITY-AND-EQUITY] 76,306 [SALES] 33,329 [TOTAL-REVENUES] 33,329 [CGS] 20,459 [TOTAL-COSTS] 27,374 [OTHER-EXPENSES] 0 [LOSS-PROVISION] 0 [INTEREST-EXPENSE] 137 [INCOME-PRETAX] 5,818 [INCOME-TAX] 2,221 [INCOME-CONTINUING] 3,597 [DISCONTINUED] 0 [EXTRAORDINARY] 0 [CHANGES] 0 [NET-INCOME] 3,597 [EPS-PRIMARY] .48 [EPS-DILUTED] .47