-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JoaUw2OvmfYlFPLDYUbtjQg7uGUgw6npxUNN2KiQNk/z8TAZy4MvK2+NzUzVY48A GfwhJ5NVDXSaOuLWjzMbFA== 0000820318-99-000002.txt : 19990215 0000820318-99-000002.hdr.sgml : 19990215 ACCESSION NUMBER: 0000820318-99-000002 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990212 FILER: COMPANY DATA: COMPANY CONFORMED NAME: II-VI INC CENTRAL INDEX KEY: 0000820318 STANDARD INDUSTRIAL CLASSIFICATION: OPTICAL INSTRUMENTS & LENSES [3827] IRS NUMBER: 251214948 STATE OF INCORPORATION: PA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-16195 FILM NUMBER: 99534142 BUSINESS ADDRESS: STREET 1: 375 SAXONBURG BLVD CITY: SAXONBURG STATE: PA ZIP: 16056 BUSINESS PHONE: 4123524455 MAIL ADDRESS: STREET 1: 375 SAXONBURG BLVD CITY: SAXONBURG STATE: PA ZIP: 16056 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 [X] Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 1998 [ ] 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: 0-16195 II-VI INCORPORATED (Exact name of registrant as specified in its charter) PENNSYLVANIA 25-1214948 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 375 Saxonburg Boulevard Saxonburg, PA 16056 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 724-352-4455 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: At February 5, 1999, 6,859,966 shares of Common Stock, no par value, of the registrant were outstanding. II-VI INCORPORATED AND SUBSIDIARIES INDEX Page No. -------- PART 1 - FINANCIAL INFORMATION Item 1. Financial Statements: Independent Accountants' Report . . . . . . . . 3 Condensed Consolidated Balance Sheets - December 31, 1998 and June 30, 1998 . . . . . 4 Condensed Consolidated Statements of Earnings -- Three and six months ended December 31, 1998 and 1997. . . . . . . . . . . . . . . . . . . . 5 Condensed Consolidated Statements of Cash Flows -- Six months ended December 31, 1998 and 1997. . . . . . . . . . . . . . . . . . . . 7 Notes to Condensed Consolidated Financial Statements. . . . . . . . . . . . . . 8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations . . . . . . . . . . . . . 11 Item 3. Quantitative and Qualitative Disclosures About Market Risk (no significant changes since June 30, 1998) PART II - OTHER INFORMATION Item 4. Submission of Matters to a Vote of Security Holders . . . . . . . . . 13 Item 6. Exhibits and Reports on Form 8-K. . . . . . . . 15 2 INDEPENDENT ACCOUNTANTS' REPORT To the Board of Directors and Shareholders of II-VI Incorporated and Subsidiaries: We have reviewed the accompanying condensed consolidated balance sheet of II-VI Incorporated and Subsidiaries as of December 31, 1998, and the related condensed consolidated statements of earnings for the three- month and six-month periods ended December 31, 1998 and 1997, and the related consolidated statements of cash flows for the six-month periods ended December 31, 1998 and 1997. These financial statements are the responsibility of the Company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and of making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to such condensed consolidated financial statements for them to be in conformity with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet of II-VI Incorporated and Subsidiaries as of June 30, 1998, and the related consolidated statements of earnings, shareholders' equity and cash flows for the year then ended (not presented herein); and in our report dated August 7, 1998, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of June 30, 1998 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived. /s/ Deloitte & Touche LLP Pittsburgh, Pennsylvania January 21, 1999 3 PART 1 - FINANCIAL INFORMATION Item 1. Financial Statements: II-VI Incorporated and Subsidiaries Condensed Consolidated Balance Sheets (Unaudited) ($000) December 31, June 30, Assets 1998 1998 ----------- -------- Current Assets Cash and cash equivalents $ 4,159 $ 4,160 Accounts receivable - net 10,232 11,018 Inventories 9,516 10,056 Other current assets 1,997 1,998 ----------- -------- Total Current Assets 25,904 27,232 Property, Plant and Equipment, net 36,581 35,887 Other Assets 4,893 4,655 ----------- -------- $ 67,378 $ 67,774 =========== ======== Liabilities and Shareholders' Equity Current Liabilities Notes payable $ 7,216 $ 5,833 Accounts payable 1,510 2,810 Accrued salaries, wages and bonuses 1,654 2,972 Accrued profit sharing contribution 237 711 Other current liabilities 1,688 1,418 Current portion of long-term debt 42 68 ----------- -------- Total Current Liabilities 12,347 13,812 Long-Term Debt--less current portion 2,957 2,308 Deferred Income Taxes 1,591 1,591 Commitments & Contingencies - - Shareholders' Equity Preferred stock, no par value; authorized - 5,000,000 shares; unissued - - Common stock, no par value; authorized - 30,000,000 shares; issued - 6,852,966 shares at December 31, 1998; 6,834,786 shares at June 30, 1998 18,604 18,468 Cumulative translation adjustment (64) 435 Retained earnings 33,853 31,922 ----------- -------- 52,393 50,825 Less treasury stock, at cost - 534,440 shares at December 31, 1998; 384,440 shares at June 30, 1998 1,910 762 ----------- -------- 50,483 50,063 ----------- -------- $ 67,378 $ 67,774 =========== ======== - -See notes to condensed consolidated financial statements. 4 II-VI Incorporated and Subsidiaries Condensed Consolidated Statements of Earnings (Unaudited) ($000 except per share data) Three Months Ended December 31, 1998 1997 -------- -------- Revenues Net sales: Domestic $ 8,059 $ 8,017 International 6,752 6,364 -------- -------- 14,811 14,381 Contract research and development 399 677 -------- -------- 15,210 15,058 -------- -------- Costs, Expenses & Other (Income) Expense Cost of goods sold 9,077 7,799 Contract research and development 305 523 Internal research and development 574 345 Selling, general and administrative 3,436 3,652 Other (income) expense - net (107) 200 -------- -------- 13,285 12,519 -------- -------- Earnings Before Income Taxes 1,925 2,539 Income Taxes 623 755 -------- -------- Net Earnings $ 1,302 $ 1,784 ======== ======== Basic Earnings Per Share $ 0.21 $ 0.28 ======== ======== Diluted Earnings Per Share $ 0.20 $ 0.27 ======== ======== - -See notes to condensed consolidated financial statements. 5 II-VI Incorporated and Subsidiaries Condensed Consolidated Statements of Earnings (Unaudited) ($000 except per share data) Six Months Ended December 31, 1998 1997 --------- --------- Revenues Net sales: Domestic $ 15,724 $ 15,810 International 12,581 13,451 --------- --------- 28,305 29,261 Contract research and development 698 1,316 --------- --------- 29,003 30,577 --------- --------- Costs, Expenses & Other (Income) Expense Cost of goods sold 18,046 16,103 Contract research and development 540 994 Internal research and development 1,152 645 Selling, general and administrative 6,443 7,102 Other (income) expense - net - 183 --------- --------- 26,181 25,027 --------- --------- Earnings Before Income Taxes 2,822 5,550 Income Taxes 891 1,654 --------- --------- Net Earnings $ 1,931 $ 3,896 ========= ========= Basic Earnings Per Share $ 0.30 $ 0.61 ========= ========= Diluted Earnings Per Share $ 0.30 $ 0.58 ========= ========= - -See notes to condensed consolidated financial statements. 6 II-VI Incorporated and Subsidiaries Condensed Consolidated Statements of Cash Flows (Unaudited) ($000) Six Months Ended December 31, 1998 1997 -------- -------- Cash Flows from Operating Activities Net earnings $ 1,931 $ 3,896 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 2,421 2,153 (Gain) loss on foreign currency transactions (360) 478 Net loss on disposal of property, plant and equipment 200 - Deferred income taxes - (31) Increase (decrease) in cash from changes in: Accounts receivable 1,415 (1,519) Inventories 805 (1,955) Accounts payable (1,676) (621) Other operating net assets (1,594) (1,367) -------- -------- Net cash provided by operating activities 3,142 1,034 -------- -------- Cash Flows from Investing Activities Additions to property, plant and equipment (2,955) (10,917) (Additions to) disposals of other assets (600) 2 -------- -------- Net cash used in investing activities (3,555) (10,915) -------- -------- Cash Flows from Financing Activities Proceeds from short-term borrowings, net 1,337 76 Proceeds from long-term borrowings, net 623 1,949 Proceeds from sale of common stock 105 83 Purchase of treasury stock (1,148) - -------- -------- Net cash provided by financing activities 917 2,108 Effect of exchange rate changes on cash and cash equivalents (505) (408) -------- -------- Net decrease in cash and cash equivalents (1) (8,181) Cash and Cash Equivalents at Beginning of Period 4,160 10,854 -------- -------- Cash and Cash Equivalents at End of Period $ 4,159 $ 2,673 ======== ======== - -See notes to condensed consolidated financial statements. 7 II-VI Incorporated and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) Note A - Basis of Presentation --------------------- The consolidated financial statements for the three and six month periods ended December 31, 1998 and 1997 are unaudited. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation for the periods presented have been included. These interim statements should be read in conjunction with the audited consolidated financial statements and footnotes thereto contained in the Company's 1998 Annual Report to shareholders. The consolidated results of operations for the three and six month periods ended December 31, 1998 and 1997 are not necessarily indicative of the results to be expected for the full year. Note B - Inventories ($000) ------------------ The components of inventories are as follows: December 31, June 30, 1998 1998 ------------ --------- Raw materials $ 3,796 $ 3,220 Work in progress 3,040 3,633 Finished goods 2,680 3,203 ------------ --------- $ 9,516 $ 10,056 ============ ========= Note C - Property, Plant and Equipment ($000) ------------------------------------ Property, plant and equipment (at cost) consist of the following: December 31, June 30, 1998 1998 ------------ --------- Land and land improvements $ 1,548 $ 1,501 Buildings and improvements 17,679 16,951 Machinery and equipment 40,160 37,980 ------------ --------- 59,387 56,432 Less accumulated depreciation 22,806 20,545 ------------ --------- $ 36,581 $ 35,887 ============ ========= 8 II-VI Incorporated and Subsidiaries Notes to Consolidated Financial Statements (Unaudited), Continued Note D - Debt ---- On December 31, 1997, the Company entered into a $10.0 million unsecured line of credit agreement with PNC Bank which was scheduled to expire December 30, 1998. The Company received an extension of the expiration date from the bank to March 31, 1999. The average interest rate in effect as of December 31, 1998 was 6.07%. As of December 31, 1998, the total borrowings under this line of credit were $7.0 million. The Company is subject to certain restrictive covenants under this agreement. During the three months ended December 31, 1998, the Company was not in compliance with one covenant relating to a limitation on capital expenditures. The Company received a waiver from the bank dated December 29, 1998 for this covenant violation. The Company is in the process of replacing its existing line of credit with a similar facility. The new facility is expected to be in place by March 31, 1999. Note E - Earnings Per Share ------------------ The following table sets forth the computation of earnings per share for the periods indicated: Three Months Ended Six Months Ended December 31, December 31, (000 except per share data) 1998 1997 1998 1997 - ------------------------------------------------------------------------ Net earnings $1,302 $1,784 $1,931 $3,896 Divided by: Weighted average shares 6,338 6,432 6,391 6,426 - ------------------------------------------------------------------------ Basic earnings per share $ 0.21 $ 0.28 $ 0.30 $ 0.61 Net earnings $1,302 $1,784 $1,931 $3,896 Divided by: Weighted average shares 6,338 6,432 6,391 6,426 Dilutive effect of common stock equivalents 122 256 139 257 - ------------------------------------------------------------------------ Diluted weighted average common shares 6,460 6,688 6,530 6,683 - ------------------------------------------------------------------------ Diluted earnings per share $ 0.20 $ 0.27 $ 0.30 $ 0.58 - ------------------------------------------------------------------------ 9 Note F - Other Comprehensive Income -------------------------- During the quarter ended September 30, 1998, the Company adopted Statement of Financial Accounting Standards No. 130, "Reporting Comprehensive Income" which requires the Company to report and disclose a measure ("comprehensive income") of all changes in equity that result from transactions and other economic events of the period other than transactions with owners. The components of comprehensive income, net of related tax, were as follows for the periods indicated ($000): Three Months Ended Six Months Ended December 31, December 31, ------------------ ---------------- 1998 1997 1998 1997 ------ ------ ------ ------ Net earnings $1,302 $1,784 $1,931 $3,896 Cumulative translation adjustments, net of related tax (255) 13 (341) 6 ------ ------ ------ ------ Comprehensive income $1,047 $1,797 $1,590 $3,902 ====== ====== ====== ====== 10 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION ----------------------------------------------------------- AND RESULTS OF OPERATIONS ------------------------- Results of Operations - --------------------- Net earnings for the second quarter of fiscal 1999, ended December 31, 1998 were $1,302,000 ($0.20 per share-diluted) on revenues of $15,210,000. This compares to net earnings of $1,784,000 ($0.27 per share-diluted) on revenues of $15,058,000 in the second quarter of fiscal 1998. For the six months ended December 31, 1998, net earnings were $1,931,000 ($0.30 per share-diluted) on revenues of $29,003,000. This compares with net earnings of $3,896,000 ($0.58 per share-diluted) on revenues of $30,577,000 for the same period last fiscal year. Order bookings for the second quarter of fiscal 1999 were $16,492,000 compared to $16,825,000 for the same period last fiscal year, a decrease of 2%. Bookings for contract research and development for the second quarter of fiscal year 1999 were $241,000. This compares to $413,000 of contract research and development bookings for the same period last fiscal year. Excluding these long-term research and development contract bookings, manufacturing bookings decreased 1% to $16,251,000 for the quarter from $16,412,000 for the same period last year. Year- to-date order bookings for fiscal 1999 decreased 11% to $29,304,000 from $32,875,000 for the same period last year. Year-to-date manufacturing bookings decreased 10% to $29,063,000 from $32,372,000 last fiscal year. For the quarter, the manufacturing bookings decrease was related to decreased bookings at the Company's eV PRODUCTS division and VLOC subsidiary offset by an increase in bookings of infrared optics and material products. For the year-to-date, approximately 60% of the decrease in manufacturing bookings was attributable to bookings at the Company's VLOC subsidiary and the remaining decrease was attributable to bookings of infrared optics and material products. Revenues for the second quarter of fiscal 1999 increased 1% to $15,210,000 compared to $15,058,000 for the same period last fiscal year. Year-to-date revenues for fiscal 1999 decreased 5% to $29,003,000 from $30,577,000 for the same period last year. For the quarter, the increase was attributable to shipments of infrared optics and material products offset by a decrease in shipments at the Company's VLOC subsidiary. For the year-to-date, the decrease was related equally to decreased shipments of infrared optics and material products and decreased shipments at the Company's VLOC subsidiary. Manufacturing gross margin for the second quarter of fiscal 1999 was $5,734,000 or 39% of revenues compared to $6,582,000 or 46% of revenues for the same period last fiscal year. Year-to-date for fiscal 1999, manufacturing gross margin was $10,259,000 or 36% of revenues compared to $13,158,000 or 45% of revenues for the same period last year. The lower gross margin percentage for the quarter and year-to-date reflects price sensitivity in the infrared optics and materials market and higher per unit costs at the Company's VLOC subsidiary. Internal research and development expenses for the second quarter of fiscal year 1999 were $574,000 or 4% of revenues compared to $345,000 or 2% of revenues for the same period last year. Year-to-date for fiscal 1999, internal research and development expenses were $1,152,000 or 4% of revenues compared to $645,000 or 2% of revenues for the same period last year. The increased expense for the quarter and year-to-date is the result of internally funded projects associated with the development of new materials to improve and expand product offerings, as well as continued efforts to improve material growth yields. Selling, general and administrative expenses for the second quarter of fiscal 1999 were $3,436,000 or 23% of revenues compared to $3,652,000 or 24% of revenues for the same period last year. Year-to-date for fiscal 1999, selling, general and administrative expenses were $6,443,000 or 22% of revenues compared to $7,102,000 or 23% of revenues for the same period last year. The dollar and percentage decreases for the quarter and year-to-date reflects planned discretionary cost reductions, decreased expense associated with the Company's worldwide profit-driven bonus programs and improved utilization of existing personnel and resources. Other income for the second quarter of fiscal 1999 was $107,000 compared to other expense of $200,000 for last fiscal year's second quarter. Year-to-date for fiscal 1999, there was no other income or expense compared to other expense of $183,000 for the same period last year. The quarter and year-to-date fluctuations were comprised of foreign currency translation gains offset by the writedown of certain assets held for sale and increased interest expense net of interest income. 11 For fiscal 1999, the Company's year-to-date effective income tax rate was 32% which was higher than the 30% income tax rate for the same period last fiscal year. The increase in the effective income tax rate is the result of higher state income taxes and lower earnings from certain foreign subsidiaries. Liquidity and Capital Resources - ------------------------------- Cash decreased during the first six months of fiscal 1999 by $1,000 primarily due to $2,955,000 in capital expenditures, a reduction of accounts payable of $1,676,000 due to payment of amounts in the normal course of business, the repurchase of 150,000 shares of the Company's common stock, and payment of compensation costs relating to the Company's fiscal 1998 worldwide profit-driven bonus programs. These decreases were offset by the net earnings of the period, borrowings used for working capital purposes, and reductions of accounts receivable and inventories. The Company generated $3,142,000 in cash from operations for the first six months of fiscal 1999. The $4,352,000 in cash generated from net earnings before depreciation and amortization for the six months ended December 31, 1998 and reductions of accounts receivable and inventories were offset by a reduction of accounts payable in the normal course of business and the payment of compensation costs relating to the Company's fiscal 1998 worldwide profit-driven bonus programs. The current cash balance, as well as cash to be provided by operations during the remainder of fiscal year 1999, will be used for working capital needs, further capital expenditures for facilities and equipment, scheduled debt payments, and possible acquisitions of complementary businesses, products, or technologies. Other Matters - ------------- The "Year 2000" issue concerns the potential exposures related to the automated generation of business and financial misinformation resulting from the use of computer programs which have been written using two digits, rather than four, to define the applicable year of business transactions. The Company has developed a formal plan to address the Year 2000 implications of its information technology and noninformation technology systems. The first phase of this plan is substantially completed and consists of an evaluation of the systems impacted by the Year 2000 issue. The second phase of this plan will be an evaluation of the third parties with whom the Company has significant relations and their Year 2000 compliance. This phase is expected to be completed by February 28, 1999, which is two months later than previously expected. This delay is not expected to impact the completion of the overall Year 2000 plan. The last phase of this plan will be the implementation of corrective measures deemed necessary, as identified during the first two stages of the plan. This phase is expected to be completed by June 30, 1999. To date, the Company has spent approximately $125,000 on the Year 2000 issue and believes that the remaining potential cost related to the Year 2000 issue will range between $200,000 and $300,000. Although the Company has developed and expects to execute the plan described above, due to the inherent uncertainty and complexity involved with the Year 2000 issue, there can be no assurance that the Company will address all aspects of the Year 2000 issue. A contingency plan is expected to be developed by June 30, 1999. This Management's Discussion and Analysis contains forward looking statements as defined by Section 21E of the Securities Exchange Act of 1934, as amended, including the statements regarding the Company's ability to fund future working capital needs, capital expenditures, scheduled debt payments and possible acquisitions and the Company's plan to address the Year 2000 issue. Actual results could differ from such statements if worldwide economic conditions change, competitive conditions intensify, technology problems emerge, and/or if suitable acquisitions cannot be consummated. There are additional risk factors that could affect the Company's business, results of operations or financial condition. Investors are encouraged to review the risk factors set forth in the Company's 1998 Form 10-K as filed with the Securities and Exchange Commission on September 23, 1998. 12 PART II - OTHER INFORMATION Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS --------------------------------------------------- On November 6, 1998, the Company held its annual meeting of shareholders. The two matters voted upon at the annual meeting were the election of two directors for terms to expire in 2001 and the ratification of the Board of Directors' selection of Deloitte & Touche LLP as auditors for the fiscal year ending June 30, 1999. Each of the Company's nominees for director was reelected at the annual meeting. The total number of votes cast for the election of directors was 6,141,140. Following is a separate tabulation with respect to each director: Votes For Votes Withheld --------- -------------- Peter W. Sognefest 6,068,606 72,534 Francis J. Kramer 6,068,691 72,449 The total number of votes cast for the ratification of the appointment of Deloitte & Touche LLP as auditors for the year ending June 30, 1999 was 6,141,140 with 6,105,649 votes for, 20,192 votes against and 15,299 votes abstaining. There were no broker non-votes on these matters. Item 6. EXHIBITS AND REPORTS ON FORM 8-K -------------------------------- (a) Exhibits. 15.01 Accountants' awareness letter dated February 12, 1999 . . . . . . . . . . Filed herewith. 27.01 Financial Data Schedule . . . . . . . Filed herewith. (b) Reports on Form 8-K. None. 13 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. II-VI INCORPORATED (Registrant) Date: February 12, 1999 By: /s/ Carl J. Johnson Carl J. Johnson Chairman and Chief Executive Officer Date: February 12, 1999 By: /s/ James Martinelli James Martinelli Treasurer & Chief Financial Officer 14 EXHIBIT INDEX Exhibit No. ----------- 15.01 Accountants' awareness letter dated February 12, 1999 . . . . . . . . . . Filed herewith. 27.01 Financial Data Schedule . . . . . . . Filed herewith. EX-15 2 February 12, 1999 II-VI Incorporated 375 Saxonburg Boulevard Saxonburg, PA 16056 We have made a review, in accordance with standards established by the American Institute of Certified Public Accountants, of the unaudited interim financial information of II-VI Incorporated and Subsidiaries for the periods ended December 31, 1998 and 1997, as indicated in our report dated January 21, 1999; because we did not perform an audit, we expressed no opinion on that information. We are aware that our report referred to above, which is included in your Quarterly Report on Form 10-Q for the quarter ended December 31, 1998, is incorporated by reference in Registration Statement No. 33- 19511, No. 33-38019, No. 33-19510, No. 33-63739, and No. 333-12737 on Form S-8 and Registration No. 333-04531 on Form S-3. We also are aware that the aforementioned report, pursuant to Rule 436(c) under the Securities Act of 1933, is not considered a part of the Registration Statement prepared or certified by an accountant or a report prepared or certified by an accountant within the meaning of Sections 7 and 11 of that Act. /s/ Deloitte & Touche LLP Pittsburgh, Pennsylvania EX-27 3
5 1000 3-MOS 6-MOS JUN-30-1999 JUN-30-1999 OCT-01-1998 JUL-01-1998 DEC-31-1998 DEC-31-1998 4,159 4,159 0 0 10,568 10,568 336 336 9,516 9,516 25,904 25,904 59,937 59,937 23,356 23,356 67,378 67,378 12,347 12,347 2,957 2,957 0 0 0 0 18,604 18,604 31,879 31,879 67,378 67,378 15,210 29,003 15,210 29,003 9,382 18,586 9,382 18,586 3,749 7,315 0 0 154 280 1,925 2,822 623 891 1,302 1,931 0 0 0 0 0 0 1,302 1,931 0.21 0.30 0.20 0.30
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