<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT
OF 1934 For the three month period ended September 30, 1997.
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission file number 0-11685-NY
RADYNE CORP.
(Exact name of registrant as specified in its charter)
NEW YORK
(State or other jurisdiction of incorporation or organization)
11-2569467
(IRS EMPLOYER IDENTIFICATION NO.)
5225 SOUTH 37TH STREET, PHOENIX, AZ 85040
(Address of principal executive offices)
602-437-9620
(Registrant's Telephone number)
Indicate by check mark whether the registrant (1) 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 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 by check mark whether the registrant filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act
of 1934 subsequent to the distribution of securities under a plan confirmed by a
court. YES X NO
--- ---
The registrant had 5,931,346 shares of its common stock, par value
$.002, outstanding as of September 30, 1997.
<PAGE>
PART I - FINANCIAL INFORMATION
RADYNE CORP.
BALANCE SHEET
<TABLE>
<CAPTION>
SEPTEMBER 30, 1997 DECEMBER 31, 1996
Item 1 UNAUDITED AUDITED
Current Assets:
<S> <C> <C>
Cash & Cash Equivalents $ 83 $ 186,488
Account Receivable, less allowance
for doubtful accounts of $47,000 and $13,000, respectively 3,584,872 2,733,902
Inventories 5,249,754 1,991,360
Prepaid and Other Current Assets 33,991 94,298
---------------------- -----------------------
Total Current Assets 8,868,700 5,006,048
Property and Equipment - Net 1,340,335 849,564
Other Assets:
Designs and Drawings - Net of accumulated amortization
of $654,274 and $475,696 respectively 525,726 701,643
Deposits 15,662 15,662
====================== =======================
Total Assets $ 10,750,423 $ 6,572,917
====================== =======================
Liabilities and Stockholders' Capital Deficiency
Current Liabilities:
Notes Payable under Lines of Credit $ 8,700,000 $ 1,993,820
Notes Payable to Affiliates 0 6,600,000
Obligations under Capital Leases 120,088 53,042
Accounts Payable - Trade 1,220,100 805,279
Accounts Payable - Affiliates 0 436,362
Accrued Liabilities 804,584 926,956
Taxes Payable 50,000 42,116
---------------------- -----------------------
Total Current Liabilities 10,894,772 10,857,575
Obligation under capital leases 108,962 81,016
Taxes payable 51,836 80,952
---------------------- -----------------------
Total Liabilities 11,055,570 11,019,543
---------------------- -----------------------
Stockholders' Capital Deficiency
Common Stock, $002 par value, 20,000,000 shares authorized,
shares issued and outstanding were 5,931,346 and
3,759,721 at September 30, 1997 and December 31, 1996,
Respectively 11,863 7,519
Additional Paid-In Capital 5,694,805 605,782
Accumulated Deficit (5,952,587) (5,059,927)
Notes Receivable - Employees (59,228) 0
---------------------- -----------------------
Total Stockholders' Capital Deficiency (305,147) (4,446,626)
---------------------- -----------------------
Total $ 10,750,423 $ 6,572,917
====================== =======================
</TABLE>
The accompanying notes are an integral part of these financial statements.
2
<PAGE>
RADYNE CORP.
STATEMENT OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPT 30, 1997 SEPT. 30, 1996 SEPT. 30, 1997 SEPT. 30, 1996
<S> <C> <C> <C> <C>
Net Sales $ 4,434,112 $ 1,292,646 $ 9,986,377 $ 2,724,934
Cost of Sales 2,397,597 1,052,385 5,529,267 2,136,451
------------------------------------------------------------------------
Gross Profit 2,036,515 240,261 4,457,110 588,483
------------------------------------------------------------------------
Operating Expenses:
Selling, general and administrative 1,219,255 507,578 3,159,553 1,505,041
Research and development 569,177 438,599 1,692,899 1,644,971
------------------------------------------------------------------------
Total Operating Expenses 1,788,432 946,177 4,852,452 3,150,012
Income (Loss) from operations before interest expense 248,083 (705,916) (395,342) (2,561,529)
Interest Expense - Net 162,270 112,260 497,318 297,857
========================================================================
Net Income (Loss) $ 85,813 $ (818,176) $ (892,660) $ (2,859,386)
========================================================================
Net Income (loss) per common shares $ 0.01 $ (0.22) $ (0.19) $ (0.76)
========================================================================
Weighted average number of common shares
and common share equivalents outstanding 6,432,854 3,749,721 4,734,185 3,749,721
========================================================================
</TABLE>
The accompanying notes are an integral part of these financial statements.
3
<PAGE>
RADYNE CORP.
STATEMENT OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
NINE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, 1997 SEPTEMBER 30, 1996
OPERATING ACTIVITIES:
<S> <C> <C>
Net Loss $ (892,660) $ (2,859,386)
Adjustments to reconcile net loss to cash flows used
in operating activities:
Depreciation and Amortization 347,202 210,294
Changes in operating assets and liabilities:
Accounts Receivable (850,970) 242,912
Inventories (3,258,394) (515,555)
Prepaid and Other Current Assets 60,307 140,748
Deposits 0 12,122
Accounts Payable - Trade 414,821 (23,311)
Accounts Payable - Affiliates (436,362) 429,059
Accrued Liabilities (122,372) (11,783)
Taxes Payable (21,232) (28,359)
Net Cash used in Operating Activities (4,759,660) (2,403,259)
Cash flows from investing activities:
Capital Expenditures (555,544) (435,885)
Cash flows from financing activities:
Borrowing from Notes Payable under Line Of
Credit Agreements 6,706,180 1,700,000
Proceeds from Notes Payable to Affiliates 0 1,531,655
Payments on Notes Payable to Affiliates (6,600,000) 0
Net Proceeds from sale of common stock 5,093,367 0
Notes Receivable - employees (59,228) 0
Payments on Long Term Debt 0 0
Principle payments on capital lease obligations (11,520) (691)
Net Cash provided by financing activities 5,128,799 3,230,964
Net increase (decease) in Cash (186,405) 391,820
Cash, Beginning of year 186,488 46,130
Cash, End of Period $ 83 $ 437,950
Supplemental Disclosure of cash flow information:
Interest paid $ 622,738 $ 302,149
Supplemental Disclosure of Noncash Investing and Financing Activities:
The Company incurred Capital Lease obligations of $106,512 for new
machinery and equipment for the nine month period Ended September
30, 1997.
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE>
RADYNE CORP.
NOTES TO FINANCIAL STATEMENTS
(INFORMATION FOR SEPTEMBER 30, 1997 AND SEPTEMBER 30, 1996 IS UNAUDITED)
1. BUSINESS
Radyne Corp. (the "Company") was incorporated on November 25, 1980
and commenced operations on May 22, 1981. On August 12, 1996 the Company became
a majority owned subsidiary of Stetsys US, Inc. The Company designs,
manufactures and sells products, systems and software used for the transmission
and reception of data over satellite and cable communications networks.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(A) BASIS OF PRESENTATION
The interim financial statements furnished reflect all adjustments
which are, in the opinion of management, necessary for a fair statement of
financial position as of September 30, 1997 and the results of operations for
the three months ended September 30, 1997 and September 30, 1996 and the results
of operations and cash flows for the nine months ended September 30, 1997 and
September 30, 1996. Such adjustments are of a normal recurring nature. This
information should be read in conjunction with the financial statements included
in the Company's Form 10-K for the six-month period ended December 31, 1996.
The results of operations for the interim period are not necessarily
indicative of the results to be expected for the full year.
(B) REVENUE RECOGNITION
The Company recognizes revenue upon shipment of products.
(C) INVENTORIES
Inventories, consisting of satellite modems, converters and related
products, are valued at the lower of cost (first-in, first-out) or market value
including material, direct labor and overhead costs.
(D) PROPERTY AND EQUIPMENT
Property and equipment is stated at cost. Expenditures for repairs
and maintenance are charged to operations as incurred, and improvements that
extend the useful lives of assets are capitalized. Depreciation and amortization
of machinery and equipment are computed using the straight-line method based on
the following useful lives:
Machinery and Equipment 7 years
Furniture and fixtures 7 years
Leasehold improvements 5 years
5
<PAGE>
RADYNE CORP.
NOTES TO FINANCIAL STATEMENTS
(INFORMATION FOR SEPTEMBER 30, 1997 AND SEPTEMBER 30, 1996 IS UNAUDITED)
(E) DESIGNS AND DRAWINGS
The valuation of designs and drawings is the result of adjustments
made by the Company to adopt Fresh Start reporting in accordance with AICPA
Statement of Position 90-7, `Financial Reporting By Entities in Reorganization
Under the Bankruptcy Code,' and represents the excess reorganization value that
has been applied to the acquired technology supporting the Company's products
(NOTE 3). Amortization of designs and drawings is computed using the
straight-line method over an estimated useful life of four to seven years.
(F) RESEARCH AND DEVELOPMENT
The cost of research and development is charged to expense as
incurred.
(G) TAXES ON INCOME
The company accounts for income taxes under the asset and liability
method. Deferred tax assets and liabilities are recognized for the future
consequences attributed to differences between the consolidated financial
statement carrying amounts of existing assets and liabilities and their
respective tax bases. Differences between income for financial and tax reporting
purposes arise primarily from amortization of certain designs and drawings and
accruals for warranty reserves and compensated absences. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be
recovered or settled. The effect on deferred tax assets and liabilities of a
change in tax rate is recognized as income in the period that includes the
enactment date.
(H) PER SHARE DATA
Earnings (loss) per share of common stock were computed by dividing
Net Income (Loss) by the weighted average number of shares of common stock
outstanding during each of the periods presented.
(I) RIGHTS OFFERING
In November 1996 the Board of Directors approved the distribution to
stockholders, other than the Company's principal stockholder, Stetsys US, Inc.
("ST"), of subscription rights for the purchase of up to 215,833 shares of the
Company's common stock at a price of $2.50 per share. The Board of Directors
further approved the distribution of subscription rights to an affiliate of ST
to purchase up to 2,040,000 shares of the Company's common stock at a price of
$2.50 per share. This Rights Offering became effective on May 12, 1997 and was
concluded in June. ST's affiliate exercised 1,976,000 of its rights and
individuals associated with such affiliate exercised another 34,000. 51,525
rights issued to stockholders other than ST were also exercised. In a related
offering under the Company's Incentive Stock Option Plan, 110,100 shares of the
Company's common stock were purchased by employees at $2.50 per share. Total
proceeds received from the Rights Offering were partially offset by $336,000 of
associated costs. The proceeds from the exercise of these rights were used, in
part, to satisfy notes payable to affiliates shown on the accompanying balance
sheet at December 31, 1996.
(J) REVERSE SPLIT
All per share information in these financial statements has been
adjusted to give effect to the 1-for-5 reverse split of common shares which was
effective January 9, 1997.
3. REORGANIZATION
On April 28, 1994, Radyne Corp. (the Predecessor Company) filed a
petition for relief under Chapter 11 of the federal bankruptcy laws in the
United States Bankruptcy Court for the Eastern District of New York. The
Predecessor Company received approval from the Bankruptcy Court to pay certain
of its pre-petition obligations, employee wages and benefits. Tax claims were
rescheduled for payment in equal quarterly installments of $8,720, with interest
at 7%, over six years.
On December 16, 1994, the Bankruptcy Court confirmed the Predecessor
Company's Plan of Reorganization effective at the close of business on December
16, 1994.
6
<PAGE>
RADYNE CORP.
NOTES TO FINANCIAL STATEMENTS
INFORMATION FOR SEPTEMBER 30, 1997 IS
(UNAUDITED)
<TABLE>
<CAPTION>
4 INVENTORIES SEPTEMBER 30, 1997 DECEMBER 31, 1996
Inventories consist of the following:
<S> <C> <C>
Raw materials and components $ 2,379,424 $ 1,108,019
Work in Process 1,952,117 792,119
Finished Goods 1,158,213 577,222
-----------------------------------------------------------
Subtotal 5,489,754 2,477,360
-----------------------------------------------------------
Less Valuation Allowance (240,000) (486,000)
===========================================================
Total $ 5,249,754 $ 1,991,360
===========================================================
5 PROPERTY AND EQUIPMENT SEPTEMBER 30, 1997 DECEMBER 31, 1996
Property and Equipment consist of the following:
Machinery and Equipment $ 1,302,170 $ 731,778
Furniture and Fixtures 335,223 243,559
-----------------------------------------------------------
Subtotal 1,637,393 975,337
-----------------------------------------------------------
Less: Accumulated depreciation & Amortization (297,058) (125,773)
===========================================================
Total $ 1,340,335 $ 849,564
===========================================================
6 ACCRUED LIABILITIES SEPTEMBER 30, 1997 DECEMBER 31, 1996
Accrued liabilities consist of the following:
Wages and related payroll taxes $ 355,981 $ 356,624
Interest Expense 77,030 194,492
Warranty Reserve 99,053 139,775
Professional fees 87,095 171,000
Other 185,425 65,065
===========================================================
Total $ 804,584 $ 926,956
===========================================================
</TABLE>
7
<PAGE>
7. RELATED PARTY TRANSACTIONS
In July 1995, the Company's manufacturing operations were moved to an
affiliate, Engineering and Technical Services, Inc ("ETS"), pending the
Company's relocation to Phoenix. In September 1996, in recognition of the
completion of the move to Phoenix and increase in staffing, the Board of
Directors determined that the Company should resume direct manufacturing. During
the period that ETS served as the Company's manufacturer, the Company handled
purchases of manufactured goods as inter-company purchases. Purchases from ETS
for the three month periods ended September 30, 1997 and September 30, 1996 were
$ 0 and $ 369,100 respectively. During the nine month periods ended September
30, 1997 and September 30, 1996, the Company purchased $ 0 and $ 669,100,
respectively, under this arrangement.
Sales to ETS for the three month periods ended September 30, 1997 and
September 30, 1996 were $110,850 and $0, respectively. Sales to ETS for the nine
month periods ended September 30, 1997 and September 30, 1996 were $140,000 and
$61,178 respectively.
Notes payable to ST and affiliates outstanding at December 31, 1996
were paid with proceeds from the Rights Offering.
Interest expense on notes payable to affiliates was $0 and $112,260
for the three month period ended September 30, 1997 and the three month period
ended September 30, 1996, respectively. For the nine month periods, which ended
September 30, 1997 and September 30, 1996, interest expense on notes payable to
affiliates was $147,929 and $302,149 respectively. All interest expense to
affiliates has been paid in full.
Management fees charged by affiliates, which were included in
Selling, General & Administrative expenses, amounted to $0 and $90,000 for the
nine month period ended September 30, 1997 and September 30, 1996, respectively.
8. NOTES PAYABLE
The Company has a note payable under a line of credit agreement with
Bank of America, that permits outstanding borrowings of $5,000,000 with interest
payable at IBOR plus 1.265% per annum (rates varied from 7.156%-7.41% on
balances owed at September 30, 1997). The outstanding principal balance under
this agreement as of September 30, 1997 was $4,800,000 and the Company has
borrowed an additional $200,000 subsequent to September 30, 1997. The line of
credit agreement expires in March 1998 and is renewable annually at the option
of the Bank.
The Company has a $5,500,000 credit agreement with Citibank, N.A.
that includes $5,000,000 available under an uncommitted line of credit facility
and facilities for bank guarantees and/or standby letters of credit up to
$500,000. An affiliate of ST has issued a nonbinding letter of awareness in
connection with this credit agreement. Borrowings under the line of credit bear
interest at a fluctuating rate equal to IBOR plus 1% per annum or alternative
Citibank's Quoted Rate plus 1% per annum (rates varied from 6.844%-6.969% on
balances owed at September 30, 1997). The credit agreement requires the Company
to maintain certain financial leverage ratios. The availability of additional
borrowings under the credit agreement expires December 31, 1997 and is renewable
annually at the option of the Bank. The Company owed principal of $3,900,000
under the agreement as of September 30, 1997.
8
<PAGE>
RADYNE CORP
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
RESULTS OF OPERATIONS
The Company's assets have increased from $6,572,917 at December 31,
1996 to $10,750,423 at September 30, 1997, while the Company's liabilities have
increased from $11,019,543 at December 31, 1996 to $11,055,570 at September 30,
1997. The increase in net assets (assets minus liabilities) of $4,141,479 is
mainly the result of generating net proceeds of approximately $5,100,000 from
the sale of common stock.
Results of operations for the three month period ended September 30,
1997 compared to the three month period ended September 30, 1996, were as
follows:
The Company's net sales increased 243% to $4,434,112 during the
period ended September 30, 1997 from $1,292,646 during the period ended
September 30, 1996 as a result of the Company's introduction of new products and
aggressive marketing efforts. A substantial portion of the sales increase came
from the new DMD-2401 modem line that has enjoyed tremendous market acceptance.
Likewise, new RF products like the C-Band Up and Down Converters have been
accepted nicely. Other products that contributed to the increase were the RCS-10
and RCS-20 subsystems with associated modems and the new digital video product
line.
The Company's cost of sales as a percentage of net sales decreased to
54% during the period ended September 30, 1997 from 81% during the fiscal period
ended September 30, 1996. Start-up costs associated with the delivery of new
products to the market place accounted for the high prior period costs while
on-going efforts to reduce costs through streamlining of the manufacturing
process has paid off during the current period.
Selling, general and administrative costs increased to $1,219,255
(27% of sales) during the current period from $507,578 (39% of sales) during the
fiscal period ended September 30, 1996. The increased level of expenses for the
period (and the related reduction in costs in terms of percentage of sales) was
as a result of the increase in the Company's base business level during the
period. Marketing expenses have substantially increased as the Company has
attempted to position itself to compete head-to-head with larger competitors
without giving up margin advantages.
Research and development expenditures increased to $569,177 (13% of
sales) during the period ended September 30, 1997 from $438,599 (34% of sales)
during the period ended September 30, 1996. The increased level of expenses for
the period (and the related reduction in costs in terms of percentage of sales)
was a result of the increase in the Company's base business level during the
period and the redirection of efforts to marketing our newer lines of products.
Net interest expense increased from $112,260 in the period ended
September 30, 1996 to $162,270 in the current period due mainly to an increase
in the Company's debt level.
Based on the increases in margins and lower costs in terms of
percentage of sales as outlined above, the Company experienced net income of
$85,813 during the period ended September 30, 1997 as compared with a net loss
of ($818,176) during the period ended September 30, 1996.
The Company's new-orders-booked (Bookings) decreased by (41)% to
$2,094,061 for the period ended September 30, 1997 from $3,579,183 for the
period ended September 30, 1996. This decrease was primarily due to expected
orders slipping into the fourth quarter. The Company does not see the decrease
in orders as significant as large orders are received on a cyclical basis.
The Company's level of unfilled-orders-to-ship (Backlog) increased
24% to $4,621,790 at September 30, 1997 from $3,725,575 at September, 1996
primarily due to the record breaking level of Bookings received during the
previous quarter. About 85% of the above backlog is scheduled to be shipped by
the end of the current calendar year.
9
<PAGE>
RADYNE CORP
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
RESULTS OF OPERATIONS
Results of operations for the nine month period ended September 30,
1997 compared to the nine month period ended September 30, 1996, were as
follows:
The Company's net sales increased 266% to $9,986,377 during the
period ended September 30, 1997 from $2,724,934 during the nine month period
ended September 30, 1996 as a result of the Company's introduction of new
products during and after the prior period. A substantial portion of the sales
increase came from the new DMD-2401 modem that has enjoyed tremendous market
acceptance. Other products which, contributed to the increase, were the RCS-10
and RCS-20 subsystems with associated modems, and the RF product lines and the
new digital video product line.
The Company's cost of sales as a percentage of net sales decreased to
55% during the period ended September 30, 1997 from 78% during the nine month
period ended September 30, 1996. A reduction in start-up costs associated with
the delivery of new products to the market place during the current period
accounted for the major portion of the decrease in costs. Cost reduction
efforts, which had begun during the prior period and the streamlining of the
manufacturing process have assisted in the reduction of direct costs.
Selling, general and administrative costs increased to $3,159,553
(32% of sales) during the current period from $1,505,041 (55% of sales) during
the nine month period ended September 30, 1996. The increased level of expenses
for the period (and the related reduction in costs in terms of percentage of
sales) was, in part, a result of the increase in the Company's base business
level during the period. The Company's marketing expenses have increased
substantially as the Company has attempted to position itself in the marketplace
to compete head-to-head with larger competitors without giving up margin
advantages. Additionally, the Company has embarked on a full-scale marketing
effort to seek out new product opportunities, which will enhance our current
product lines and provide a full array of product options for our customers.
Research and development expenditures increased to $1,692,899 (17% of
sales) during the period ended September 30, 1997 from $1,644,971 (60% of sales)
during the nine month period ended September 30, 1996. The increased level of
expenses for the period (and the related reduction in costs in terms of
percentage of sales) was, in part, a result of the increase in the Company's
base business level during the period and the redirection of efforts from
research to improving of our older product lines for manufacturability and lower
costs.
Net interest expense increased from $297,857 in the period ended
September 30, 1996 to $497,318 in the current period due to an increase in the
Company's debt level.
Based on the increases in costs and expenses as offset by the
increase in revenues and gross margins as outlined above, the Company
experienced a net loss of ($892,660) during the period ended September 30, 1997
as compared with a net loss of ($2,859,386) during the nine month period ended
September 30, 1996.
The Company's new-orders-booked (Bookings) increased 44% to
$9,442,062 for the period ended September 30, 1997 from $6,537,899 for the
period ended September 30, 1996. This increase was primarily due to the
successful introduction of certain new product lines to the market during and
after the period ended September 30, 1996.
The Company's level of unfilled-orders-to-ship (Backlog) increased
24% to $4,621,790 at September 30, 1997 from $3,725,575 at September 30, 1996
primarily due to the increased Bookings referred to above.
10
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
The Company's working capital deficit was ($2,026,072) at September
30, 1997, an improvement of $3,825,455 from ($5,851,527) at December 31, 1996.
The decrease in the deficit was due primarily to the net proceeds from the sale
of common stock.
Net cash used in operating activities was $4,759,660 for the period
ended September 30, 1997, as compared to $2,403,259 used in the nine month
period ended September 30, 1996. Management considers these differences to be
consistent with the introduction of new products which resulted in increased
inventory and account receivable levels coupled with an increase in the overall
business activities of the Company.
Cash used in investing activities, consisting of additions to
equipment, amounting to $555,544 for the period ended September 30, 1997 was
comparable to the prior period amount of $435,885.
The Company derived net cash from financing activities of $5,128,799
and $3,230,964 during the periods ended September 30, 1997 and September 30,
1996, respectively.
As a result of the foregoing, the Company decreased its cash balances
by 186,405 for the nine month period ended September 30, 1997, and increased its
cash balance by 391,820 for the nine month period ended September 30, 1996.
PART II - OTHER INFORMATION
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K.
(A) EXHIBIT DESCRIPTION
3.1* Restated Certificate of Incorporation
3.2* Bylaws, as amended and restated
27 Financial Data Schedule
(B) No reports on Form 8-K were filed during the quarter covered
by this report.
* Incorporated by reference from Registrant's report on
Form 10-Q, filed March 11, 1997.
11
<PAGE>
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Dated: OCTOBER 23, 1997 RADYNE CORP.
------------------
By: /s/ Robert C. Fitting
--------------------------
Robert C. Fitting
President
By: /s/ Garry D. Kline
--------------------------
Garry D. Kline
Chief Financial Officer
12
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS CONTAINED IN THE FORM 10-Q FOR THE QUARTER ENDED 9-30-97
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 83
<SECURITIES> 0
<RECEIVABLES> 3,631,872
<ALLOWANCES> (47,000)
<INVENTORY> 5,249,754
<CURRENT-ASSETS> 8,868,700
<PP&E> 1,637,393
<DEPRECIATION> 297,058
<TOTAL-ASSETS> 10,750,423
<CURRENT-LIABILITIES> 10,894,772
<BONDS> 0
0
0
<COMMON> 11,863
<OTHER-SE> 5,694,805
<TOTAL-LIABILITY-AND-EQUITY> 10,750,423
<SALES> 4,434,112
<TOTAL-REVENUES> 4,434,112
<CGS> 2,397,597
<TOTAL-COSTS> 2,397,597
<OTHER-EXPENSES> 1,788,432
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 162,270
<INCOME-PRETAX> 85,813
<INCOME-TAX> 0
<INCOME-CONTINUING> 85,813
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 85,813
<EPS-PRIMARY> 0.01
<EPS-DILUTED> 0.01
</TABLE>