Securities and Exchange Commission
Attention: Filing Desk
Judiciary Plaza
450 Fifth Street, NW
Washington, D.C. 20549
Re: Symbol Technologies, Inc. 1997 Employee Stock Purchase Plan
Gentlemen:
We transmit herewith for electronic filing with the Securities and
Exchange Commission, pursuant to the Securities Act of 1934, an annual report
on Form 11-K of the Symbol Technologies, Inc. 1997 Employee Stock Purchase
Plan. On March 23, 1998, the Company paid the filing fee related to this Form
11-K by means of wire transfer (reference #5187).
Please address any comments regarding the above to the undersigned at
One Symbol Plaza, Holtsville, New York 11742-1300 (516) 738-4495.
Very truly yours,
Symbol Technologies, Inc.
By: /s/ Robert W. Korkuc
Robert W. Korkuc
Director, Corporate Finance
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 11-K
ANNUAL REPORT
Pursuant to Section 15 (d) of the
Securities Exchange Act of 1934
[X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT
OF 1934 [ FEE REQUIRED ]
For the Fiscal year ended December 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [NO FEE REQUIRED].
For the transition period from ______________ to ______________
Commission file number 1-9802
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
SYMBOL TECHNOLOGIES, INC.
1997 EMPLOYEE STOCK PURCHASE PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
SYMBOL TECHNOLOGIES, INC.
ONE SYMBOL PLAZA
HOLTSVILLE, NY 11742-1300
<PAGE>
SYMBOL TECHNOLOGIES, INC.
1997 Employee Stock Purchase Plan
Index to Financial Statements
<TABLE>
<CAPTION>
PAGES
<S> <C>
Independent Auditors' Report 2
Statement of Financial Condition as of
December 31, 1997 3
Statement of Operations and Changes in
Participants' Equity for the period July 1, 1997(date of inception)
through December 31, 1997 4
Notes to Financial Statements 5-7
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Board of Directors of Symbol Technologies, Inc.
and Participants of the Symbol Technologies, Inc.
1997 Employee Stock Purchase Plan.
We have audited the accompanying statement of financial condition of the
Symbol Technologies, Inc. 1997 Employee Stock Purchase Plan (the "Plan") as of
December 31, 1997 and the related statement of operations and changes in
participants' equity for the period from July 1, 1997 (date of inception)
through December 31, 1997. These financial statements are the responsibility
of the Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audit provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Plan as of December 31,
1997, and the results of its operations and changes in its participants'
equity for the period from July 1, 1997 (date of inception) through December
31, 1997, in conformity with generally accepted accounting principles.
/s/ DELOITTE & TOUCHE LLP
Jericho, New York
March 19, 1998
<PAGE>
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SYMBOL TECHNOLOGIES, INC.
1997 Employee Stock Purchase Plan
Statement of Financial Condition
as of December 31, 1997
</TABLE>
<TABLE>
<CAPTION>
ASSETS
<S> <C>
Employer account receivable $1,050,990
Employer contribution receivable 185,469
Total assets $1,236,459
LIABILITIES
Payable for stock purchases $1,236,459
Total liabilities 1,236,459
Participants' equity -
Total liabilities and
participants' equity $1,236,459
</TABLE>
See Notes to Financial Statements
<PAGE>
- -3-
SYMBOL TECHNOLOGIES, INC.
1997 Employee Stock Purchase Plan
Statement of Operations and Changes in Participants' Equity for the
period from July 1, 1997 (date of inception) through December 31, 1997
<TABLE>
<CAPTION>
<S> <C>
Participant contributions $1,050,990
Employer contributions 185,469
Total additions 1,236,459
Amounts reserved for future stock purchases 1,236,459
Total deductions 1,236,459
Net additions -
Participants' equity, beginning of period -
Participants' equity, end of period $ -
</TABLE>
See Notes to Financial Statements
<PAGE>
- -4-
SYMBOL TECHNOLOGIES, INC.
1997 Employee Stock Purchase Plan
Notes to Financial Statements
1. DESCRIPTION OF THE PLAN:
The following description of the Symbol Technologies, Inc. (the
"Company") 1997 Employee Stock Purchase Plan, (the "Plan"), provides
only general information. Participants should refer to the Plan document
for a more complete statement of the Plan's provisions.
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities
and disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of additions and
deductions during the reporting period. Actual results could differ
from those estimates.
a. General Description
The Plan is an employee stock purchase plan that allows participants to
purchase shares of Symbol Common Stock ("Stock") through payroll
deductions. The Plan's fiscal year is divided into two six-month periods
("Payment Periods"). The Payment Periods are January 1 to June 30 and
July 1 to December 31 and represent the periods during which
participants payroll deductions are accumulated. At the end of each
Payment Period, the participants' accumulated payroll deductions are
used to purchase shares of Stock. Participants may purchase shares of
Stock for an amount equal to 85% of the lesser of (1) the closing price
of a share of Stock on the first trading day of the Payment Period or
(2) the closing price of a share of Stock on the last trading day of the
Payment Period ("Option Price").
The Plan was approved by the Company's stockholders at the annual
meeting of Shareholders held on May 5, 1997. The stock subject to the
options under the Plan shall be authorized but unissued common stock,
treasury shares or shares purchased on the open market. The aggregate
number of shares which may be issued pursuant to the Plan is 375,000.
At December 31, 1997 participants of the Plan had not purchased any
shares of stock. Subsequent to December 31, 1997 (See Note 3) 36,101
shares of Stock were issued to participants by the Company, leaving
338,899 shares of Stock available for future purchases by Plan
participants.
The Plan is neither qualified under Section 401(a) of the Internal
Revenue Code of 1986, as amended, nor subject to any of the provisions
of the Employee Retirement Income Security Act of 1974 (commonly known
as "ERISA").
b. Eligibility
All full-time employees of the Company or any of its participating
subsidiaries who have completed 90 days of continuous employment on or
before the first day of any Payment Period and all part-time employees
of the Company or its participating subsidiaries who satisfy certain
service requirements and who have completed 90 days of continuous
employment on or before the first day of any Payment Period are eligible
to participate in the Plan. Eligible employees may only enroll in the
Plan at the beginning of a Payment Period.
<PAGE>
- -5-
c. Stock Purchases
On the last trading day of each Payment Period, the amount of each
participant's accumulated payroll deductions is applied towards the
purchase of the maximum number of whole and fractional shares of Stock
possible, determined by dividing the participant's total contribution by
the per share Option Price applicable for that Payment Period. The
maximum number of shares of Stock a participant can purchase is 2,500
shares. Purchased shares of Stock are transferred to a brokerage account
in the name of the participant at a securities brokerage firm approved
by a committee appointed by the Board of Directors of the Company.
d. Participant Contributions
Participants may elect to have 2% to 10% of their "Base Salary" (as
defined in the Plan) deducted on an after-tax basis for the purchase of
Stock. Participants may only increase their deduction percentages at the
beginning of a Payment Period and may not decrease their deduction more
often than once during any Payment Period. No interest accrues or is
paid on participants' accumulated payroll deductions. Once made, the
Company may use the payroll deductions for any corporate purpose, and
the Company has no obligation to segregate employees' payroll deductions
from any other funds of the Company or to hold funds representing the
same pending the application thereof to the purchase of shares at the
end of each Payment Period in accordance with the Plan.
e. Employer Contributions
The 15% discount from market value granted to Plan participants on the
purchase of shares of Stock at the end of each Payment Period represents
the Company's non-cash contribution to the Plan. These non-cash
contributions amounted to $185,469 for the six month inception period
ended December 31, 1997.
f. Participant Refunds
Plan participants may withdraw from the Plan (in whole but not in part)
at any time prior to the last day of a Payment Period by properly
notifying the Company. A participant's accumulated payroll deductions
for the Payment Period prior to withdrawal from the Plan will be
promptly refunded to the participant without interest (unless required
by law).
Participants who terminate their employment relationship with the
Company are not eligible to continue in the Plan. All payroll deductions
accumulated during the Payment Period through the date of such cessation
of employment are refunded to the employee or, in the event of the
employee's death, to his or her estate.
g. Administrative Expenses
The Company bears all costs in connection with the Plan including
administrative fees and all fees associated with the issuance of Stock.
Administrative expenses related to the Plan amounted to approximately
$86,000 for the six month inception period ended December 31, 1997.
<PAGE>
- -6-
h. Plan Termination
The Plan may be terminated at any time by the Company's Board of
Directors but such termination shall not affect options then outstanding
under the Plan. If at any time shares of Stock reserved for the purpose
of the Plan remain available for purchase but not in sufficient number
to satisfy all then unfilled purchase requirements, the available shares
shall be apportioned among participants in proportion to the amount of
payroll deductions accumulated on behalf of each participant that would
otherwise be used to purchase Stock, and the Plan shall terminate. Upon
such termination or any other termination of the Plan, all payroll
deductions not used to purchase stock will be refunded, without interest
(unless required by law).
2. INCOME TAX STATUS:
The Plan fulfills the requirements of an "employee stock purchase plan"
as defined in Section 423 of the Internal Revenue Code. As such, the
Plan is not required to file income tax returns or pay income taxes.
Under Section 423, a participating employee will not recognize taxable
income, and the Company will not be entitled to a tax deduction, for
federal income tax purposes when an employee enrolls in the Plan or when
a participant purchases shares of Stock under the Plan.
3. SUBSEQUENT EVENT:
Plan participants' accumulated payroll deductions for the Payment Period
ended December 31, 1997, amounted to $1,050,990 and have been recorded
as an amount receivable from the Company at December 31, 1997.
Subsequent to December 31, 1997, $1,050,990 of these accumulated
deductions were used to purchase 36,101 shares of Stock which were
issued to participants by the Company in February 1998. The 36,101
shares of Stock purchased subsequent to December 31, 1997 had a market
value of $1,236,459 as of the option price date which has been recorded
as the liability "Payable for stock purchases" at December 31, 1997.
<PAGE>
- -7-
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration No. 333-26593 of
Symbol Technologies, Inc. Form S-8 of our report dated March 19, 1998,
appearing in this Annual Report on Form 11-K of the Symbol Technologies
Employee Stock Purchase Plan for the year ended December 31, 1997.
/s/ DELOITTE & TOUCHE LLP.
Jericho, New York
March 27, 1998
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Stock
Option and Restricted Stock Committee, the administrator of the Symbol
Technologies, Inc. 1997 Employee Stock Purchase Plan, has duly caused this
annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
SYMBOL TECHNOLOGIES, INC.
1997 Employee STOCK PURCHASE PLAN
March 27, 1998
By: /s/ Robert Blonk
Senior Vice President
Human Resources
SYMBOL TECHNOLOGIES, INC.
