================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------
FORM 10-QSB/A
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AMENDMENT NO. 1
{X} Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the quarterly period ended July 25, 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 0-8567
Datametrics Corporation
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 95-3545701
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
25B Hanover Road
Florham Park, New Jersey 07932
------------------------------- ----------------------
(Address of principal executive offices) (Zip Code)
(973) 377-3900
--------------
(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 practicable date.
Common Stock, $.01 Par Value -- 19,007,227 shares as of September 8, 1999
================================================================================
<PAGE>
DATAMETRICS CORPORATION
Index to Form 10-QSB
Page No.
Part I - FINANCIAL INFORMATION
Item 1. Financial Statements:
Consolidated Balance Sheet
as of July 25, 1999 3
Consolidated Statements of
Operations for the Nine Months
Ended July 25, 1999 and
July 26, 1998 4
Consolidated Statements of
Cash Flows for the Nine Months
Ended July 25, 1999 and
July 26, 1998 5
Notes to Consolidated
Financial Statements 6
Item 2. Management's Discussion and Analysis
of Financial Condition and Results
of Operations 7
Part II - OTHER INFORMATION
Item 1. Legal Proceedings 11
Item 2. Changes in securities and uses of funds. 11
Item 3. Defaults upon Senior Securities 12
Item 4. Submission of matters to a vote
of security holders. 12
Item 5. Other Information 12
Item 6. Exhibits and Reports on Form 8-K 12
Signatures 14
Page 2 of 14
<PAGE>
DATAMETRICS CORPORATION
CONSOLIDATED BALANCE SHEET
(unaudited)
(in thousands, except for share date) July 25, 1999
------------------------------------- -------------
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $776
Accounts receivable, net 2,780
Inventory, net 4,579
Prepaid expenses and other current assets 3
------
Total Current Assets 8,138
Property and Equipment, at Cost:
Land 420
Building 1,042
Machinery and equipment 3,312
Furniture, fixtures & computer equipment 2,773
Leasehold improvements 96
------
7,643
Accumulated depreciation and amortization (5,441)
------
Net property and equipment 2,202
Inventoried Parts 3,200
Other Assets 807
------
$14,347
======
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of long-term debt 1,950
Accounts Payable 712
Accrued commissions and payroll 90
Accrued warranty 30
Other accrued expenses 356
Other accrued liabilities 225
Bridge Notes 250
Total Current Liabilities 3,613
------
Long-Term Debt, less current maturities
Loan Payable 4,396
Other Long-Term Liabilities 766
------
Total Liabilities 8,775
------
Commitments and Contingencies
Stockholders' Equity
Common stock, $.01 par value - 40,000,000 shares
authorized; 19,007,227 shares issued and
outstanding in 1999 (15,557,630 in 1998) 190
Additional paid-in capital 41,091
Accumulated deficit (35,709)
-------
Total Stockholders' Equity 5,572
-------
$14,347
=======
See accompanying notes.
Page 3 of 14
<PAGE>
DATAMETRICS CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
July 25, July 26, July 25, July 26,
1999 1998 1999 1998
_________________ _________________
(In thousands, except for per share data)
<S> <C> <C> <C> <C>
Sales $2,385 $2,667 $6,273 $6,196
Cost of sales 1,277 1,513 3,543 4,137
Research & development 59 150 284 498
Selling, general & administrative 893 943 2,511 2,935
----------------------------------------------
Income (loss) from operations 156 61 (65) (1,374)
Interest expense, net 113 156 356 388
Lease settlement expense --- --- 1,225 ---
----------------------------------------------
Income (loss) before provision 43 (95) (1,646) (1,762)
for income taxes
Provision for income taxes --- 3 --- 6
----------------------------------------------
Net income (loss) $43 ($98) ($1,646) ($1,768)
==============================================
Earnings (loss) per share of common stock
Basic and Diluted $0.00 ($0.01) ($0.09) ($0.12)
==============================================
Weighted average number of shares outstanding
Basic and Diluted $18,447 15,566 17,386 15,102
==============================================
</TABLE>
Page 4 of 14
<PAGE>
DATAMETRICS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
(Unaudited)
<TABLE>
<CAPTION>
For the Nine Months Ended
July 25, 1999 July 26, 1998
---------------------------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss (1,646) (1,768)
Adjustments:
Depreciation and amortization 341 392
Bad debt expense --- 25
Changes in assets and liabilities
Accounts receivable (801) (362)
Inventory (439) (1,318)
Prepaid expenses and other current assets 52 77
Other assets 3 271
Accounts payable (322) (792)
Accrued commission and payroll (135) (479)
Other accrued expenses 141 (1,101)
Advance and progress payments from customers --- (133)
Other long-term liabilities --- (264)
---------------------------------------
Net cash used in operating activities (2,806) (5,452)
---------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures for property and equipment (236) (1,556)
---------------------------------------
Net cash used in investing activities (236) (1,556)
---------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on revolving line of credit 426 7,456
Payments on revolving line of credit (2,095) (5,638)
Payment on capitalized lease obligations --- (6)
Borrowings on long-term debt 1,800 1,899
Payments on long-terms debt --- (133)
Proceeds from the issuance of common stock and warrants 3,209 3,850
Proceeds from bridge notes 250 ---
Net cash provided by financing activities 3,590 7,428
---------------------------------------
Net increase in cash and cash equivalents 548 420
Cash and cash equivalents at the beginning of the period 228 200
---------------------------------------
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD $776 $620
=======================================
Cash paid during the period for:
Interest $172 $437
Income taxes --- 6
Non-cash transactions
Exchange of 7% Convertible Debentures for 10%
Senior Subordinated Notes Due 2000 (1,750) ---
Exchange of Senior Subordinated Debentures for
10% Senior Subordinated Notes Due 2000 (500) ---
</TABLE>
See accompanying notes.
Page 5 of 14
<PAGE>
DATAMETRICS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
July 25, 1999
(Unaudited)
1. The consolidated financial statements include the accounts of Datametrics
Corporation and its wholly-owned subsidiaries (collectively, the "Company").
The consolidated financial statements included herein have been prepared by the
Company, without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission for the requirements of the Quarterly Report on Form
10-QSB. Certain information and footnote disclosure normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and
regulations, although the Company believes that the disclosures are adequate to
make the information presented not misleading. It is suggested that these
consolidated financial statements be read in conjunction with the statements and
notes thereto included in the Company's latest Annual Report on Form 10-K for
the fiscal year ended October 25, 1998 as filed with the Securities and Exchange
Commission.
The information reflects all adjustments (consisting of normal recurring
adjustments) which are, in the opinion of management, necessary to present a
fair statement of the results of operations for the interim periods. Much of the
Company's business is longer term and involves varying development, production,
and delivery schedules. Accordingly, results of a particular quarter or
quarter-to-quarter comparisons of recorded sales and profits may not be
indicative of future operating results, including results for the fiscal year
ending October 31, 1999.
2. INVENTORIES. Stockroom inventories consist primarily of materials used by the
Company for existing and anticipated contracts and materials and finished
assemblies which are held to satisfy spare parts requirements of the Company's
customers. Those parts not expected to be sold within one year are classified as
a non-current asset. The Company does not amortize its non-current inventory,
but the Company evaluates all inventory for obsolescence on a periodic basis and
records estimated reserves. Inventories as of July 25, 1999 consist of the
following:
Inventories of parts and sub-assemblies $ 11,662,929
Contracts in progress 741,552
Finished goods 202,500
-----------------
12,606,981
Less non current inventories 3,200,000
Less reserve for obsolescence 4,828,000
$ 4,578,981
Page 6 of 14
<PAGE>
3. SUBSEQUENT EVENTS. In August 1999 the Company completed the sale of
$2,300,000 of Subordinated Convertible Secured Notes Due August 2000 ("Notes").
A portion of the purchase price for the Notes included the tender back to the
Company and retirement of $600,000 of the Company's 10% Senior Subordinated
Secured Debentures then in default, and $150,000 of the Company's 10% Bridge
Notes which were required by their terms to be repaid in May 1999 and extended
by agreement of the holders. The remaining $1,550,000 was received in cash. In
connection with the sale of the Notes, the Company issued warrants to purchase
up to 1,150,000 shares of its Common Stock, $.01 par value, for a purchase price
of $1.10 per share. The Company also issued Warrants to purchase up to an
aggregate 250,000 shares of its Common stock for a purchase price of $1.00 per
share to the holders of the Company's 10% Bridge Notes then outstanding in
consideration of interest due on the Bridge Notes and the extension of the date
of maturity of the Bridge Notes. See the Company's Current Report on Form 8-K
filed with the Securities and Exchange Commission on August 24, 1999.
On August 20, 1999, the Company made a payment of $100,000 in satisfaction of
the remaining $100,000 of the Company's 10% Bridge Notes which were required by
their terms to be repaid in May 1999 and extended by agreement with the holder.
In September, the Company completed negotiations and closed on a $1,500,000
revolving line of credit with Branch Banking and Trust Company ("Branch Bank").
The Line of Credit accrues interest at a variable rate equal to Branch Bank's
Prime Rate plus 0.5%. The Line of Credit is secured by the assets of the Company
and guarantees by two guarantors in the aggregate amount of $1,500,000
("Guarantees") that are secured by letters of credit issued on the accounts of
each of the guarantors. In consideration of the Guarantees, the guarantors
received Warrants to purchase up to an aggregate 1,500,000 shares of the Common
Stock of the Company, $.01 par value, for a purchase price of $1.00 per share,
pursuant to an arrangement made in July 1999. The Company also issued Warrants
to purchase up to 75,000 shares of the Common Stock of the Company for a
purchase price of $1.10 per share to a third party as compensation for arranging
the Guarantees. The Line of Credit expires on August 25, 2000.
On September 6, 1999, the Company applied a portion of the proceeds of its line
of credit to fund the payment of the remaining $750,000 of its 10% Senior
Subordinated Secured Debentures then in default, plus accrued interest thereon.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Nine Month Period Ended July 25, 1999 Compared
To Nine Month Period Ended July 26, 1998
Sales for the nine month period ended July 25, 1999 were $6,273,000, an increase
of $77,000 or 1%, compared with sales of $6,196,000 in the same period in the
prior fiscal year. The increase in sales
Page 7 of 14
<PAGE>
for the nine months ended July 25, 1999 is attributable to higher production and
order levels. During the same period in the prior fiscal year, the Company was
completing the start up of its new manufacturing facility in Orlando, Florida
and during this transition period experienced material shortages and labor
inefficiencies.
Cost of sales for the first nine months of fiscal 1999 was $3,543,000 (57% of
sales), a decrease of $594,000 or 14%, compared with $4,137,000 (67% of sales)
for the same period in the prior fiscal year. Cost of sales decreased compared
to the same period in the prior fiscal year because the Company has completed
its transition to its new Florida manufacturing facility and is now starting to
experience labor and material efficiencies.
Research and development expenses were $284,000 for the nine-month period ended
July 25, 1999, a decrease of $214,000 or 43%, compared with $498,000 for the
same period in the prior year. The decrease in expenditures is due to less
research and development required for the Company's new family of industrial
color printers.
Selling, general and administrative ("SG&A") expenses for the nine month period
ended July 25, 1999 were $2,511,000 (40% of sales) a decrease of $424,000, or
14%, compared with $2,935,000 (47% of sales) for the same period in the prior
fiscal year. The decrease is due to fewer administrative and support staff
required by the Company.
Net interest expense amounted to $356,000 for the nine month period ended July
25, 1999, a decrease of $32,000, or 9%, compared with net interest expense of
$388,000 for the same period in the prior year. This decrease is due to lower
outstanding borrowings.
The net loss for the nine-month period ended July 25, 1999 amounted to
$1,646,000 a reduction in losses of $122,000 compared with a net loss of
$1,768,000 for the same period in the prior year. The loss for the current
nine-month period is primarily attributable to the non-recurring settlement with
the Company's former California landlord in which the Company agreed to pay to
the landlord $1,225,000 in cash and stock.
Three Month Period Ended July 25, 1999 Compared
To Three Month Period Ended July 26, 1998
Sales for the three-month period ended July 25, 1999 were $2,385,000, a decrease
of $282,000 or 11%, compared with sales of $2,667,000 in the same period in the
prior fiscal year. The decrease in sales for the third quarter ended July 25,
1999 is attributable to lower than anticipated orders from the Department of
Defense and prime contractors for the Department of Defense.
Cost of Sales for the third quarter of fiscal 1999 was $1,227,000 (51% of
sales), a decrease of $236,000 or 15%, compared with $1,513,000 (57% of sales)
for the same period in the prior fiscal year. Cost of sales improved as the
Company continues to be more efficient in the use of direct labor.
Page 8 of 14
<PAGE>
Research and development expenses were $59,000 for the three-month period ended
July 25, 1999, a decrease of $91,000, compared with $150,000 for the same period
in the prior year. All of the expenditures were for the Company's DmC Model 1200
dot matrix printer and DmC Model 4080 thermal printer as well as the Company's
new family of industrial color printer. The decrease is due to less resources
required for the Company's family of industrial color printer.
Selling, general and administrative ("SG&A") expenses for the three month period
ended July 25, 1999 were $893,000 (37% of sales) a decrease of $50,000, or 5%,
compared with $943,000 (35% of sales) for the same period in the prior fiscal
year. The decrease is due to lower administrative and support staff expenses
throughout the Company.
Net interest expense amounted to $113,000 for the three month period ended July
25, 1999 compared with net interest expense of $156,000 for the same period in
the prior year. The decrease is due to lower outstanding borrowings.
The net income for the three-month period ended July 25, 1999 amounted to
$43,000, an increase of $141,000, compared with net loss of $98,000 for the same
period in the prior year.
Management has determined that, based on the Company's historical losses from
recurring operations, the Company will not recognize its net deferred tax assets
at July 25, 1999. Ultimate recognition of these tax assets is dependent, to some
extent, on future revenue levels and margins. It is the intention of management
to assess the appropriate level for the valuation allowance each quarter.
The contract process in which products are offered for sale is generally set
before costs are incurred, and prices are based on estimates of the costs, which
include the anticipated impact of inflation.
The Company's backlog of funded orders not yet recognized as revenue at July 25,
1999 was approximately $4,245,022. At September 2, 1999, the backlog was
approximately $4,047,761. Approximately 75% of the September 2, 1999 backlog is
expected to be delivered during the next twelve months.
LIQUIDITY AND CAPITAL RESOURCES
In August, the Company completed a private financing of $2,300,000 through the
sale of 12% Subordinated Convertible Secured Notes Due August 2000. A portion of
the purchase price for the Notes included the tender back to the Company and
retirement of $600,000 of the Company's 10% Senior Subordinated Secured
Debentures then in default, and $150,000 of the Company's 10% Bridge Notes which
were required by their terms to be repaid in May 1999 and extended by agreement
of the holders. The remaining $1,550,000 was received in cash. The Company is
using the cash proceeds from the sale of the Notes to fund working capital.
Subsequent to the end of the quarter, the Company established a $1,500,000
revolving line of credit with Branch Bank, which accrues interest at a variable
rate equal to the Branch Bank's Prime Rate
Page 9 of 14
<PAGE>
plus 0.5%. The Line of Credit is secured by the assets of the Company and
guarantees by two guarantors in the aggregate amount of $1,500,000 that are
secured by letters of credit issued on the account of each of the guarantors.
The Company recently applied a portion of the proceeds of its line of credit to
fund the payment of the remaining $750,000 in principal amount outstanding of
its 10% Senior Subordinated Secured Debentures in default, plus accrued interest
thereon, and expects to continue to use the proceeds of the line of credit
hereinafter to fund working capital.
The Company's working capital and current ratios at July 25, 1999, and at the
end of fiscal year 1998, were $4,523,000 and $3,570,000, and 2.2 and 1.6
respectively.
Management believes that the Company must make approximately $100,000 of capital
expenditures (including capitalized leases) during the remainder of fiscal 1999.
The Company's other principal commitments for fiscal year 1999 include principal
and interest payments on loans and subordinated debt. Management expects to
finance the capital expenditure requirements and other commitments using a
portion of the proceeds of its revolving line of credit.
The Company utilizes various computer software packages as tools in running its
accounting operations. Management plans to replace the current software with a
new version which is better suited to support its current and future business
needs. The approach includes: an assessment of internal programs and equipment;
communication with major customers and vendors with respect to the state of
readiness of their systems; an evaluation of facility related issues and the
development of a contingency plan. This approach is designed to maintain an
uninterrupted supply of goods and services to/from the Company. The Company is
incorporating Year 2000 ("Y2K") compliant computer programming language into its
software package. The Company does not believe the investment required for its
mainframe and critical hardware equipment to be Y2K compliant will be
significant.
The Company is in a continuous process of communicating with its major customers
and suppliers to determine Y2K systems compatibility and compliance. The Company
has been assured by its major suppliers that there will be no disruption in the
delivery of goods and services. The Company believes that adequate resources are
available for the supply of its raw materials and facility related equipment
will be operational.
The Company continues to assess the risks of Y2K associated program failures and
will develop a formal contingency plan with its business partners to address the
specific risks. The failure to correct a material Y2K problem could result in an
interruption in normal business activity. The Company's plan is expected to
significantly reduce the risk associated with the Y2K issue. However, due to the
inherent uncertainty of the Y2K issue and dependence on third-party compliance,
no assurance can be given that potential Y2K failures will not adversely effect
the Company's operations, liquidity and financial position.
Page 10 of 14
<PAGE>
FORWARD LOOKING STATEMENTS-CAUTIONARY FACTORS
Except for the historical information and statements contained in this report,
the matters set forth in this report are "forward looking statements" that
involve uncertainties and risks, some of which are discussed at appropriate
points in this report and the Company's other SEC filings, including the fact
that the Company is engaged in supplying equipment and services to U.S.
government defense programs which are subject to special risks, including
dependence on government appropriations, contract termination without cause,
contract renegotiation and the intense competition for available defense
business.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
The Company is, from time to time, the subject of legal litigation, claims and
assessments arising out of matters occurring during the normal operation of the
Company's business. In the opinion of management, the liability, if any, under
such current litigation, claims and assessments would not materially affect the
financial position or the results of operations of the Company except as
disclosed herein.
On May 5, 1999, pursuant to an agreement with the Company's former landlord in
settlement of all claims arising out of a judgment against the Company, the
Company paid $900,000 in cash and issued 150,000 shares of Common Stock to the
landlord. The Company has agreed to register the shares of Common Stock, and
under certain circumstances, the Company will issue additional shares of Common
Stock to the extent that the market price of its Common Stock falls below
certain levels. The Company also has the right to repurchase the shares under
certain circumstances.
ITEM 2. CHANGES IN SECURITIES AND USES OF PROCEEDS.
During the three-month period ended July 25, 1999, the Company sold the
following securities without registration and pursuant to the exemption set
forth in Section 4(2) under the Securities Act of 1933, as amended:
1. In May 1999, the Company sold an aggregate 1,500,000 shares of its
Common Stock to 3 investors for an aggregate purchase price of $1,500,000. In
connection therewith, the Company also issued Warrants to purchase up to
1,500,000 shares of its Common Stock at a purchase price equal to the lesser of
$1.35 per share or the volume-weighted average price of the Common Stock for the
20 trading days immediately preceding the notice of exercise. The Company has
agreed to register the shares of Common Stock issued and the shares of Common
Stock underlying the Warrants. See the Company's Current Report on Form 8-K
filed with the Securities and Exchange Commission on May 17, 1999.
Page 11 of 14
<PAGE>
2. In May 1999, the Company issued 150,000 shares of its Common Stock
to the owner of the premises the Company formerly leased in Woodland Hills,
California, in settlement of a claim brought by the owner against the Company
for unpaid rent due plus damages.
3. In May, 1999, in consideration of marketing services to be rendered
pursuant to a Market Access Program Marketing Agreement, the Company issued
104,348 shares of its Common Stock to Continental Capital & Equity Corp.
("CCEC"), Warrants to purchase up to 100,000 shares of the Company's Common
Stock for a purchase price of $1.00 per share and Warrants to purchase up to
100,000 shares of the Company's Common Stock for a purchase price of $2.00 per
share. Subsequent to such issuance an issue arose between the Company and CCEC,
and the entitlement of CECC to such shares and Warrants is currently in dispute.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
In May 1999, the holders of $250,000 of the Company's 10% Bridge Notes agreed to
extend the date of maturity of the Bridge Notes, which were required by their
terms to be repaid during May 1999. The holders of $150,000 of such Bridge Notes
exchanged the Bridge Notes for the Company's Convertible Subordinated Secured
Notes Due August 2000. On August 20, 1999, the Company repaid the remaining
$100,000 of the outstanding principal balance of the Bridge Notes.
As of July 25, 1999, the Company was in default of approximately $1,350,000 in
principal amount of its 10% Senior Subordinated Secured Debentures, which were
required to be repaid by their terms on May 25, 1998. The Company has satisfied
approximately $600,000 of the outstanding amount by exchange for the Company's
12% Subordinated Convertible Secured Notes due August 2000. The Company has
funded repayment of the remaining $750,000 of the outstanding principal amount,
plus accrued interest, with a portion of the proceeds of the Company's line of
credit with Branch Banking and Trust Company, thereby retiring all of the
Company's outstanding debt to its security holders currently in default.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None.
ITEM 5. OTHER INFORMATION.
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) List of Exhibits:
Exhibit 27 - Financial Data Schedule.
Page 12 of 14
<PAGE>
(b) Reports on Form 8-K.
The Company filed a Current Report on Form 8-K with the
Securities and Exchange Commission on May 17, 1999, which reported as Item 5 the
Company's sale of Common Stock and Warrants on May 7, 1999.
Page 13 of 14
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
its duly authorized representatives.
DATAMETRICS CORPORATION
(Registrant)
Dated: September 13, 1999 /s/ Daniel P. Ginns
------------------ ---------------------------------
Daniel P. Ginns
Chief Executive Officer
Dated: September 13, 1999 /s/ William B. Pandos
------------------ ---------------------------------
William B. Pandos
Chief Financial Officer
Page 14 of 14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE ACCOMPANYING CONSOLIDATED FINANCIAL STATEMENTS OF DATAMETRICS
CORPORATION AS OF AND FOR THE THREE MONTH PERIOD ENDED JULY 25, 1999 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH CONSOLIDATED FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> OCT-31-1999
<PERIOD-END> JUL-25-1999
<CASH> 776
<SECURITIES> 0
<RECEIVABLES> 2,780
<ALLOWANCES> 0
<INVENTORY> 4,579
<CURRENT-ASSETS> 8,138
<PP&E> 7,643
<DEPRECIATION> 5,441
<TOTAL-ASSETS> 14,347
<CURRENT-LIABILITIES> 3,613
<BONDS> 0
<COMMON> 190
0
0
<OTHER-SE> 41,091
<TOTAL-LIABILITY-AND-EQUITY> 14,347
<SALES> 6,273
<TOTAL-REVENUES> 6,273
<CGS> 3,543
<TOTAL-COSTS> 3,543
<OTHER-EXPENSES> 4,020
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 356
<INCOME-PRETAX> (1,646)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,646)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (16,469)
<EPS-BASIC> (.09)
<EPS-DILUTED> (.09)
</TABLE>
