SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended June 30, 1997
Commission file number 1-9802
SYMBOL TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 11-2308681
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Symbol Plaza, Holtsville, N.Y. 11742
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 516-738-2400
Former name, former address and former fiscal year, if changed
since last report.
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
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the close of the period
covered by this report.
Class Outstanding at June 30, 1997
Common Stock, 39,300,018 shares
par value $0.01
SYMBOL TECHNOLOGIES, INC. AND SUBSIDIARIES
INDEX TO FORM 10-Q
PAGE
PART I. FINANCIAL INFORMATION
ITEM I. Financial Statements
Condensed Consolidated Balance Sheets at
June 30, 1997 and December 31, 1996 2
Condensed Consolidated Statements of Earnings
Three and Six Months Ended June 30, 1997 and 1996 3
Condensed Consolidated Statements of Cash Flows
Three and Six Months Ended June 30, 1997 and 1996 4 - 5
Notes to Condensed Consolidated Financial
Statements 6 - 7
ITEM 2.
Management's Discussion and Analysis of
Financial Condition and Results of Operations 8 - 10
PART II. OTHER INFORMATION 11 - 12
SIGNATURES 13
SYMBOL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(All amounts in thousands, except stock par value)
June 30, December 31,
ASSETS 1997 1996 (1)
(Unaudited)
CURRENT ASSETS:
Cash and temporary investments $ 34,724 $ 34,290
Accounts receivable, less allowance for doubtful
accounts of $11,070 and $10,123, respectively 153,223 146,273
Inventories, net 134,158 133,637
Deferred income taxes 27,684 26,125
Prepaid expenses and other current assets 16,726 12,029
TOTAL CURRENT ASSETS 366,515 352,354
PROPERTY, PLANT AND EQUIPMENT, net of accumulated
depreciation and amortization of $72,200 and
$60,444, respectively 101,964 101,331
INTANGIBLE AND OTHER ASSETS, net of accumulated
amortization of $67,991 and $58,288,
respectively 155,652 160,553
$624,131 $614,238
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable and accrued expenses $ 88,539 $ 99,241
Current portion of long-term debt 10,549 10,384
Income taxes payable 16,013 9,141
Deferred revenue 12,367 11,910
TOTAL CURRENT LIABILITIES 127,468 130,676
LONG-TERM DEBT, less current maturities 43,208 50,541
OTHER LIABILITIES AND DEFERRED REVENUE 21,911 22,304
COMMON EQUITY PUT OPTIONS 13,832 11,041
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Preferred stock, par value $1.00; authorized
10,000 shares, none issued or outstanding - -
Common stock, par value $0.01; authorized
100,000 shares; issued 43,158 shares and
28,195 shares, respectively 432 282
Retained earnings 237,152 206,331
Other stockholders' equity 180,128 193,063
417,712 399,676
$624,131 $614,238
See notes to condensed consolidated financial statements
(1) The consolidated balance sheet as of December 31, 1996 has been taken
from the audited financial statements at that date and condensed.
- -2-
SYMBOL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(All amounts in thousands, except per share data)
(Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
1997 1996 1997 1996
NET REVENUE $187,663 $159,328 $365,934 $308,410
COST OF REVENUE 102,336 84,617 198,635 162,933
AMORTIZATION OF SOFTWARE
DEVELOPMENT COSTS 2,845 2,493 5,762 4,996
GROSS PROFIT 82,482 72,218 161,537 140,481
OPERATING EXPENSES:
Engineering 14,021 11,517 27,057 22,273
Selling, general and
administrative 40,702 36,118 80,245 71,284
Amortization of excess
of cost over fair value
of net assets acquired 1,209 730 2,347 1,534
55,932 48,365 109,649 95,091
EARNINGS FROM OPERATIONS 26,550 23,853 51,888 45,390
INTEREST EXPENSE, net (877) (804) (1,699) (1,230)
EARNINGS BEFORE PROVISION
FOR INCOME TAXES 25,673 23,049 50,189 44,160
PROVISION FOR INCOME TAXES 9,499 8,759 18,570 16,781
NET EARNINGS $ 16,174 $14,290 $ 31,619 $ 27,379
EARNINGS PER SHARE:
Primary $0.40 $0.35 $0.77 $0.68
Fully-diluted $0.40 $0.35 $0.77 $0.67
WEIGHTED AVERAGE NUMBER
OF COMMON SHARES OUTSTANDING:
Primary 40,743 40,710 40,843 40,428
Fully-diluted 40,798 40,743 40,866 40,631
See notes to condensed consolidated financial statements
- -3-
SYMBOL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(All amounts in thousands)
(Unaudited)
Three Months Ended June 30,
1997 1996
Cash flows from operating activities:
Net earnings $16,174 $14,290
Adjustments to reconcile net earnings
to net cash from operating activities:
Depreciation and amortization of property,
plant and equipment 6,928 5,765
Other amortization 4,880 3,180
Provision for losses on accounts receivable 749 476
Changes in assets and liabilities
net of effects of acquisition:
Accounts receivable 1,901 (7,105)
Inventories (3,642) (21,846)
Prepaid expenses and other current assets (3,930) (2,949)
Intangible and other assets (5,340) (5,211)
Accounts payable and accrued expenses (2,788) 16,960
Other liabilities and deferred revenue 3,882 2,003
Net cash provided by operating activities 18,814 5,563
Cash flows from investing activities:
Note receivable 2,500 -
Expenditures for property, plant and
equipment (7,911) (8,430)
Acquisition of subsidiaries (1,800) (3,000)
Net cash used in investing activities (7,211) (11,430)
Cash flows from financing activities:
Proceeds from issuance of notes payable 77,330 -
Principal repayments of notes payable
and long term debt (78,148) (774)
Exercise of stock options and warrants 2,338 7,605
Proceeds from common equity put options 285 -
Purchase of treasury shares (8,412) (1,687)
Net cash (used in)/provided by
financing activities (6,607) 5,144
Effects of exchange rate changes on cash (66) (158)
Net increase (decrease) in cash and
temporary investments 4,930 (881)
Cash and temporary investments, beginning
of period 29,794 53,460
Cash and temporary investments, end of
period $34,724 $52,579
Supplemental disclosures of cash flow
information:
Cash paid during the period for:
Interest $ 1,191 $ 1,299
Income taxes 3,902 926
See notes to condensed consolidated financial statements
- -4-
SYMBOL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(All amounts in thousands)
(Unaudited)
Six Months Ended June 30,
1997 1996
Cash flows from operating activities:
Net earnings $31,619 $27,379
Adjustments to reconcile net earnings to
net cash from operating activities:
Depreciation and amortization of property,
plant and equipment 12,781 11,127
Other amortization 9,703 6,693
Provision for losses on accounts receivable 1,263 872
Changes in assets and liabilities
net of effects of acquisition:
Accounts receivable (8,364) (19,285)
Sale of lease receivables - 12,495
Inventories (574) (28,883)
Prepaid expenses and other current assets (6,256) (7,673)
Intangible and other assets (3,542) (9,507)
Accounts payable and accrued expenses (10,750) 14,573
Other liabilities and deferred revenue 6,935 6,271
Net cash provided by operating
activities 32,815 14,062
Cash flows from investing activities:
Note receivable 2,500 -
Expenditures for property, plant and
equipment (13,435) (18,129)
Acquisition of subsidiaries (3,760) (7,080)
Net cash used in investing activities (14,695) (25,209)
Cash flows from financing activities:
Proceeds from issuance of notes payable 89,980 -
Principal repayments of notes payable
and long term debt (97,148) (3,553)
Exercise of stock options and warrants 16,445 12,185
Proceeds from common equity put options 285 -
Dividends paid (798) -
Purchase of treasury shares (24,068) (8,152)
Net cash (used in)/provided by
financing activities (15,304) 480
Effects of exchange rate changes on cash (2,382) (404)
Net increase (decrease) in cash and
temporary investments 434 (11,071)
Cash and temporary investments, beginning
of period 34,290 63,650
Cash and temporary investments, end of
period $34,724 $52,579
Supplemental disclosures of cash flow
information:
Cash paid during the period for:
Interest $ 2,580 $ 2,429
Income taxes 5,253 4,082
See notes to condensed consolidated financial statements
- -5-
SYMBOL TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS
(All amounts in thousands, except per share data)
1. In the opinion of management, the accompanying unaudited condensed
consolidated financial statements include all necessary adjustments
(consisting of normal recurring accruals) and present fairly the
Company's financial position as of June 30, 1997, and the results of
its operations and its cash flows for the three and six months ended
June 30, 1997 and 1996, in conformity with generally accepted
accounting principles for interim financial information applied on a
consistent basis. The results of operations for the three and six
months ended June 30, 1997, are not necessarily indicative of the
results to be expected for the full year. For further information,
refer to the consolidated financial statements and footnotes thereto
included in the Company's annual report on Form 10-K for the year
ended December 31, 1996.
2. Primary and fully-diluted earnings per share are based on the weighted
average number of shares of common stock and common stock equivalents
(options and warrants) outstanding during the period, computed in
accordance with the treasury stock method.
On February 10, 1997 the Board of Directors approved a three for
two split of the Company's common stock to be effected as a 50
percent stock dividend and a $0.03 semi-annual cash dividend ($0.02
post stock split) both of which were payable on April 1, 1997 to
shareholders of record on March 10, 1997. In this report, all
earnings per share amounts and the weighted average number of
common shares outstanding have been retroactively restated to
reflect the stock split. In addition the number of common shares
issued have been adjusted to reflect the stock split, an amount
equal to the par value of the additional shares issued has been
transferred from additional paid in capital to common stock and the
cash dividend has been recorded as an adjustment to retained
earnings as of March 31, 1997.
3. Classification of inventories is:
June 30, 1997 December 31, 1996
(Unaudited)
Raw materials $ 60,919 $ 54,534
Work-in-process 18,466 18,425
Finished goods 54,773 60,678
$134,158 $133,637
4. The Company is currently involved in matters of litigation arising
from the normal course of business. Management is of the opinion
that such litigation will have no material adverse effect on the
Company's consolidated financial position or results of operations.
On April 1, 1996, PSC Inc. ("PSC") commenced suit against the
Company purporting to assert claims against the Company for alleged
violations of the federal antitrust laws, unfair competition and
also seeking a declaratory judgment of non-infringement and
invalidity as to certain of the Company's patents. PSC has served
a Third Amended Complaint, which purports to assert essentially the
same antitrust and unfair competition claims against the Company,
and also seeks a declaratory judgment of alleged non-infringement
and validity of nine of the Company's patents, and a declaratory
- -6-
judgment that PSC has not breached its two license agreements with
the Company and that those agreements have been terminated. The
Company has amended its suit against PSC to assert infringement of
four Symbol patents, breach of contract, and fraud. The Company is
also seeking damages which are now in excess of $8 million plus
interest on unpaid royalties for each quarter since the second
quarter of 1996. The Company had also sued Data General
Corporation ("Data General"), a manufacturer of portable integrated
scanning terminals incorporating a component manufactured by PSC,
for infringement of the same four patents and five additional
patents. The nine patents asserted against Data General are the
same nine Symbol patents as to which PSC is seeking declaratory
relief.
On October 9, 1996, the Court granted the Company's motion to sever
and stay PSC's antitrust, unfair competition and related claims.
On the same day, the Court denied Data General's motion to stay the
Company's claims against it.
The Company believes that all claims purportedly asserted against
it by PSC are factually and legally baseless, and wholly without
merit. The Company intends to vigorously defend the litigation.
5. During April 1997, the Company issued common equity put options on
150,000 shares of its common stock which are exercisable for a
period of one year from the date of issuance and give independent
parties the right to sell such shares to the Company at a strike
price of $31.163 per share. Proceeds of $285,000 from the issuance
of the April 1997 put options have been credited to additional paid
in capital.
The balance of the common equity put option account as of June 30,
1997 and December 31, 1996, represents the amount the Company would
be obligated to pay if all unexpired put options were exercised
relating to unexpired transactions outstanding as of the respective
balance sheet dates. The increase in the balance as of June 30,
1997 from December 31, 1996 is due to April 1997 issuance
previously described, partially offset by the expiration of an
obligation associated with 70,500 shares of the Company's common
stock at a strike price of $26.703 and corresponding
reclassification to additional paid in capital.
On July 16, 1997 an obligation expired associated with 375,000
shares of the Company's common stock at a strike price of $24.421.
As a result, the balance in the common equity put option account
will be decreased and additional paid in capital will be increased
by $9,158,000 in July 1997.
6. In July 1997, the Company established wholly owned subsidiaries in
Holland and Japan through the acquisition of Score Datacom Nederland
B.V. and Olympus Symbol Inc., respectively. These acquisitions will
be accounted for as purchases and, accordingly, the related
acquisition cost will be allocated to net assets acquired based upon
fair values. The initial cash consideration related to these
acquisitions amounted to approximately $3,000,000 and $4,300,000,
respectively. The fair value of net assets to be acquired is
estimated at approximately $800,000 and $4,300,000, respectively.
The excess of cost over net assets acquired relating to these
acquisitions will be amortized over twenty years.
- -7-
Additional acquisition payments will be contingent upon the
attainment of certain annual net revenue levels as defined in the
respective agreements during the next three years.
Result of operations of these subsidiaries are not reflected in
Company's consolidated financial statements as of June 30, 1997 as
they will be included in consolidated operations as of their
respective effective acquisition dates. Pro forma results of
operations, assuming these acquisitions had been completed at the
beginning of 1997 and 1996, would not differ materially from the
reported results.
- -8-
Management's Discussion and Analysis of
Financial Condition and Results of Operations
Results of Operations
Net revenue of $187,663,000 and $365,934,000 for the three and six
months ended June 30, 1997 increased 17.8 percent and 18.7 percent,
respectively, over the comparable prior year periods. The increase for
the three and six months ended June 30, 1997 is due to increased
worldwide sales of both scanner and hand held computer systems. Foreign
exchange rate fluctuations unfavorably impacted net revenue by
approximately 1.3 percent and 1.0 percent, respectively for the three and
six months ended June 30, 1997 and unfavorably impacted net revenue by
approximately 1.2 percent and 1.0 percent, respectively, for the three
and six months ended June 30, 1996.
Geographically, North America revenue increased 10.5 percent and
12.1 percent, respectively, for the three and six months ended June 30,
1997 over the comparable prior year periods. International revenue
increased 28.9 percent and 28.4 percent, respectively, for the three and
six months ended June 30, 1997 over the comparable prior year periods.
North America and International revenue continue to represent
approximately three-fifths and two-fifths of net revenue, respectively.
Cost of revenue (as a percentage of net revenue) of 54.5 percent and
54.3 percent for the three and six months ended June 30, 1997, increased
from 53.1 percent and 52.8 percent, respectively, for the comparable
prior year periods. This increase resulted primarily from a change in
the mix of the Company's products sold to a higher percentage of lower
margin products and an increase in revenue derived from the Company's
indirect sales channel.
Amortization of software development costs of $2,845,000 and
$5,762,000 for the three and six months ended June 30, 1997 increased
from $2,493,000 and $4,996,000 in the comparable prior year periods due
to new product releases.
Engineering expenses for the three and six months ended June 30,
1997 increased to $14,021,000 and $27,057,000 from $11,517,000 and
$22,273,000, respectively, for the comparable prior year periods. In
absolute dollars engineering expenses increased 21.7 percent and 21.5
percent, respectively, from the prior year periods. As a percentage of
revenue such expenses increased to 7.5 percent and 7.4 percent,
respectively for the three and six months ended June 30, 1997 compared to
7.2 percent in the comparable prior year periods. The increase in
absolute dollars is due to additional expenses incurred in connection
with the continuing research and development of new products and the
improvement of existing products partially offset by increased
capitalized costs incurred for internally developed product software
where economic and technological feasibility has been established.
Selling, general and administrative expenses of $40,702,000 and
$80,245,000 for the three and six months ended June 30, 1997 increased
from $36,118,000 and $71,284,000, respectively, for the comparable prior
year periods. While in absolute dollars, selling, general and
administrative expenses increased 12.7 percent and 12.6 percent,
respectively, from the prior year periods, as a percentage of revenue
such expenses decreased to 21.7 percent and 21.9 percent for the three
and six months ended June 30, 1997 from 22.7 percent and 23.1 percent,
respectively, in the comparable prior year periods. The increase in
absolute dollars reflects expenses incurred to support a higher revenue
base and expenses incurred by three acquired subsidiaries in 1996.
- -9-
Amortization of excess of cost over fair value of net assets
acquired of $1,209,000 and $2,347,000 for the three and six months ended
June 30, 1997, increased from $730,000 and $1,534,000 in 1996 due to the
acquisitions of three subsidiaries in the prior year.
Net interest expense increased to $877,000 and $1,699,000 for the
three and six months ended June 30, 1997 from $804,000 and $1,230,000 for
the comparable prior year periods due to decreased interest income as a
result of the decrease in cash and temporary investments and a reduction
of interest capitalized in connection with the renovation of the
Company's worldwide headquarters in the prior year partially offset by a
reduction in interest expense due to repayments of outstanding debt.
The Company's effective tax rate of 37.0 percent for the three and
six months ended June 30, 1997, respectively, decreased from 38.0 percent
for the three and six months ended June 30, 1996 primarily due to an
increase in exempt earnings of the Company's foreign sales corporation.
Liquidity and Capital Resources
The Company utilizes a number of measures of liquidity including the
following:
June 30, December 31,
1997 1996
Working Capital (in thousands) $239,047 $221,678
Current Ratio (Current Assets
to Current Liabilities) 2.9:1 2.7:1
Long-Term Debt to Capital 9.4% 11.2%
(Long-term debt to long-term
debt plus equity)
Current assets increased by $14,161,000 from December 31, 1996
principally due to an increase in accounts receivable and inventories to
support higher operating levels, prepaid expenses and other current
assets.
Current liabilities decreased $3,208,000 from December 31, 1996
primarily due to decreases in accounts payable and accrued expenses,
partially offset by an increase in income taxes payable as a result of
profitable operations.
The aforementioned activity resulted in a working capital increase of
$17,369,000 for the six months ended June 30, 1997. The Company's current
ratio at June 30, 1997 increased to 2.9:1 from 2.7:1 at December 31, 1996
primarily due to the higher percentage increase in current assets
described above.
Property, plant and equipment expenditures for the six months ended
June 30, 1997 totalled $13,435,000 compared to $18,129,000 for the six
months ended June 30, 1996. The fluctuation from the prior year period
was due to the renovation of the Company's new corporate headquarters
incurred in the prior year period. Such expenditures for the period were
financed by existing cash and temporary investments. The Company does not
have any material commitments for capital expenditures.
- -10-
The Company's long-term debt to capital ratio decreased to 9.4
percent at June 30, 1997 from 11.2 percent at December 31, 1996 primarily
due to increased equity from the results of operations, payment of the
annual installment of the Company's 7.76 percent Series A Senior Notes and
the first annual installment of the Company's 7.76 percent Series B Senior
Notes.
The Company has credit agreements with three banks pursuant to which
the banks have agreed to provide lines of credit totalling $60,000,000.
As of June 30, 1997, the Company had no outstanding borrowings under these
lines. These agreements expire between December 31, 1997 and June 30,
1998.
The Company generated over $18,814,000 positive cash flow from
operations for the three months ended June 30, 1997, and experienced an
overall increase in cash of $4,930,000 for the period. The positive cash
flow provided by operations was offset by cash used in investing and
financing activities during the period. Cash was used for the purchase of
247,000 shares of the Company's common stock, acquisition related payments
and expenditures for property, plant and equipment. The purchases of common
stock include both shares purchased from officers related to the exercise
of stock options and shares purchased in open market transactions. These
purchases were partially offset by cash flow generated from and tax
benefits associated with the exercise of stock options and the receipt of
the remaining balance of a note receivable.
The Company believes that it has adequate liquidity to meet its
current and anticipated needs from working capital, results of its
operations, and existing credit facilities.
- -11-
Part II - Other Information
Item 1. Legal Proceedings:
On April 1, 1996, PSC Inc. ("PSC") commenced suit against the Company in
Federal District Court for the Western District of New York, purporting to
assert claims against the Company for alleged violations of the federal
antitrust laws, unfair competition and also seeking a declaratory judgement
of non-infringement and invalidity as to certain of the Company's patents.
PSC has served a Third Amended Complaint, which purports to assert
essentially the same antitrust and unfair competition claims against the
Company, and also seeks a declaratory judgment of alleged non-infringement
and validity of nine of the Company's patents, and a declaratory judgement
that PSC has not breached its two license agreements with the Company and
that those agreements have been terminated. The Company has amended its
suit against PSC to assert infringement of four Symbol patents, breach of
contract, and fraud. The Company is also seeking damages which now exceed
$8,000,000 plus interest on unpaid royalties since the second quarter of
1996. The Company had also sued Data General Corporation ("Data General"),
a manufacturer of portable integrated scanning terminals which incorporates
scan engines from PSC, for infringement of the same four patents and five
additional patents. The nine patents asserted against Data General are the
same nine Symbol patents as to which PSC is seeking declaratory relief.
On October 9, 1996, the Court granted the Company's motion to sever and stay
PSC's antitrust, unfair competition and related claims. On the same day,
the Court denied Data General's motion to stay the Company's claims against
it. The Court also set a one week trial (a "Markman" hearing) for July 14,
1997, to construe the claims in all nine patents asserted by Symbol against
Data General and PSC.
On May 8, 1997, the Court ruled, on its own motion, to postpone the
"Markman" hearing which had been scheduled to commence on July 14, 1997. In
the interest of judicial economy, the Court also stayed discovery in the
patent claims until a non-judicial arbitration which PSC had initiated on
March 10, 1997 is completed. The arbitration involves an interpretation of
certain provisions of a 1995 license agreement between the Company and
Spectra-Physics Scanning Systems, Inc. concerning the extent to which
customers of the QS6000 scan engine can obtain immunity from the Company's
patents if such customers integrate this scan engine into their integrated
scanning terminals. The arbitration was heard on July 22-24, 1997. A
decision by the Arbitrator is expected within the next 60 days. The Company
believes that PSC's position in the arbitration is factually and legally
baseless and, in addition, ignores the fact that the parties' relationship
is governed by other license agreements between the Company and PSC. Upon
conclusion of the arbitration, the Company intends to seek a ruling from the
Court that Company's license agreements with PSC, which PSC argues have been
terminated and under which it has ceased paying royalties for over a year,
remain in full force and effect and require royalty payments to be made to
the Company pursuant to those agreements.
- -12-
Item 4. Submission of Matters to a Vote of Security Holders
The Company's Annual Meeting of Shareholders was held on May 5, 1997.
At the meeting all nine directors nominated by the Company were reelected.
The votes cast for each nominee were as follows:
For Against
Jerome Swartz 24,499,134 152,544
Harvey P. Mallement 24,497,907 153,771
Frederic P. Heiman 24,499,381 152,297
Raymond R. Martino 24,498,134 153,544
Saul P. Steinberg 24,496,352 155,326
Lowell Freiberg 24,497,727 153,951
George Bugliarello 24,475,856 175,882
Charles Wang 24,468,595 183,083
Tomo Razmilovic 24,529,294 152,384
The shareholders voted in favor of a proposal to approve the
adoption of the 1997 Employee Stock Option Plan by a vote of 20,827,691 in
favor, 1,313,574 opposed and 70,016 abstaining.
Shareholders also voted in favor of a proposal to adopt the 1997
Employee Stock Purchase Plan by a vote of 21,993,769 in favor, 149,674
opposed and 66,020 abstaining.
Shareholders also ratified the appointment of Deloitte & Touche as
the Company's auditors for fiscal 1997 by a vote of 24,577,879 in favor,
31,357 opposed and 42,442 abstaining.
- -13-
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.
SYMBOL TECHNOLOGIES, INC.
Dated: July 25, 1997 By: /s/ Jerome Swartz
Jerome Swartz, Chairman and
Chief Executive Officer
Dated: July 25, 1997 By: /s/ Kenneth V. Jaeggi
Kenneth V. Jaeggi
Senior Vice President -
Chief Financial Officer
- -14-
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<EPS-PRIMARY> .77
<EPS-DILUTED> .77
</TABLE>
