<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q
(Check One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
-----------
EXCHANGE ACT of 1934
For the quarterly period ended September 30, 1995
-------------------------------------------------
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 0-15308
-------
MDT CORPORATION
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 87-0287585
- ------------------------------------------ ------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Stratford Hall, Suite 200, 1009 Slater Road
Morrisville, North Carolina 27560
- ---------------------------------------- -----------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (919) 941-9745
----------------------
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, $1.25 par value 6,769,431 Shares
- ----------------------------- ----------------------------------
Class Outstanding as of October 31, 1995
<PAGE>
MDT CORPORATION
INDEX
<TABLE>
<CAPTION>
Part I Financial Information Page
--------------------- ----
<C> <S> <C>
Item 1 - Financial Statements
Consolidated Balance Sheets - 1
September 30, 1995, and March 31, 1995
Consolidated Statements of Income - 2
Three Months Ended September 30, 1995,
and 1994
Consolidated Statements of Income - 3
Six Months Ended September 30, 1995,
and 1994
Consolidated Statements of Cash Flows - 4
Six Months Ended September 30, 1995,
and 1994
Notes to Consolidated Financial Statements 5-6
Item 2 - Management's Discussion and 7-10
Analysis of Financial Condition
and Results of Operations
Part II Other Information
-----------------
Item 1 - Legal Proceedings 11
Item 4 - Submission of Matters to a Vote of 11
Security Holders
Item 6 - Exhibits and Reports on Form 8-K 11
Signatures 12
----------
Exhibits
--------
11.0 Computation of Earnings Per Share - 13
Three Months Ended September 30,
1995, and 1994
Computation of Earnings Per Share - 14
Six Months Ended September 30,
1995, and 1994
27.0 Financial Data Schedule 15
</TABLE>
<PAGE>
Part I - FINANCIAL INFORMATION
Item 1 - Financial Statements
MDT CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, 1995 March 31, 1995
------------------ --------------
(Unaudited) (Audited)
ASSETS
<S> <C> <C>
Current Assets:
Cash $ 1,047,000 $ 1,962,000
Accounts Receivable, Less Allowance for
Doubtful Accounts of $680,000 and $531,000 28,414,000 31,032,000
Inventories, at Cost 37,513,000 37,061,000
Prepaid Expenses 2,902,000 2,576,000
--------------- ----------------
Total Current Assets 69,876,000 72,631,000
Property, Plant and Equipment, at Cost,
Less Accumulated Depreciation and
Amortization of $21,522,000 and $20,075,000 27,540,000 28,132,000
Other Assets, at Cost, Less Accumulated
Amortization of $6,517,000 and $6,117,000 4,360,000 4,586,000
--------------- ----------------
Total Assets $ 101,776,000 $ 105,349,000
=============== ================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Note Payable $ 21,000,000 $ 25,600,000
Current Installments of Long-Term Debt 3,347,000 3,617,000
Accounts Payable 9,948,000 11,432,000
Accrued Liabilities:
Compensation, Payroll Taxes and Benefits 1,123,000 1,002,000
Warranty, Litigation and Other 3,771,000 4,550,000
Deferred Income 1,711,000 1,922,000
Deferred Income Taxes 184,000 1,081,000
--------------- ----------------
Total Current Liabilities 41,084,000 49,204,000
Long-Term Debt, Less Current Installments 10,139,000 5,684,000
Accrued Postretirement Benefits 2,266,000 2,266,000
Deferred Income Taxes 2,734,000 2,734,000
--------------- ----------------
Total Liabilities 56,223,000 59,888,000
Stockholders' Equity:
Preferred Stock, Par Value $1.25 Per Share;
Authorized 1,600,000 Shares; Issued and
Outstanding, None - -
Common Stock, Par Value $1.25 Per Share;
Authorized 20,000,000 Shares;
Issued and Outstanding 6,769,431 Shares at
September 30, 1995 and 6,769,431 Shares at
March 31, 1995 8,462,000 8,462,000
Paid-In Capital 27,264,000 27,264,000
Retained Earnings 9,827,000 9,735,000
--------------- ----------------
Total Stockholders' Equity 45,553,000 45,461,000
--------------- ----------------
Total Liabilities and Stockholders' Equity $ 101,776,000 $ 105,349,000
=============== ================
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
1
<PAGE>
MDT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
THREE MONTHS ENDED SEPTEMBER 30,
(Unaudited)
<TABLE>
<CAPTION>
1995 1994
------------- -------------
<S> <C> <C>
Sales $ 33,303,000 $ 33,818,000
Cost of Sales 23,389,000 23,401,000
------------- -------------
Gross Profit 9,914,000 10,417,000
------------- -------------
Operating Expenses:
Marketing and Sales 5,626,000 5,445,000
Administration 2,444,000 2,222,000
Product Development 1,029,000 1,203,000
------------- -------------
9,099,000 8,870,000
------------- -------------
Reorganization Costs 338,000 303,000
------------- -------------
Operating Income 477,000 1,244,000
Interest Expense 832,000 820,000
Other (Income) Expense 252,000 (4,000)
------------- -------------
Income (Loss) Before Income Taxes (607,000) 428,000
Income Tax Expense (Benefit) (252,000) 180,000
------------- -------------
Net Income (Loss) $ (355,000) $ 248,000
============= =============
Earnings (Loss) Per Share $ (.05) $ .04
============= =============
Weighted Average Number of Shares
Outstanding 6,769,000 6,743,000
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
2
<PAGE>
MDT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
SIX MONTHS ENDED SEPTEMBER 30,
(Unaudited)
<TABLE>
<CAPTION>
1995 1994
------------- ------------
<S> <C> <C>
Sales $ 64,201,000 $ 66,012,000
Cost of Sales 44,220,000 44,931,000
------------- ------------
Gross Profit 19,981,000 21,081,000
------------- ------------
Operating Expenses:
Marketing and Sales 11,140,000 11,885,000
Administration 4,840,000 4,464,000
Product Development 2,017,000 2,338,000
------------- -------------
17,997,000 18,687,000
------------- -------------
Reorganization Costs 567,000 733,000
------------- -------------
Operating Income 1,417,000 1,661,000
Interest Expense 1,738,000 1,606,000
Other (Income) Expense (498,000) 36,000
------------- -------------
Income Before Income Taxes 177,000 19,000
Income Tax Expense 85,000 8,000
------------- -------------
Net Income $ 92,000 $ 11,000
============= =============
Earnings per share $ .01 $ .00
============= ==============
Weighted Average Number of Shares
Outstanding 6,833,000 6,743,000
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
3
<PAGE>
MDT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED SEPTEMBER 30,
(Unaudited)
<TABLE>
<CAPTION>
1995 1994
------------- -------------
<S> <C> <C>
Increase (Decrease) in Cash and Cash Equivalents
Cash flows from operating activities:
Net income $ 92,000 $ 11,000
Adjustments to reconcile net income to net cash
provided (used) by operating activities:
Depreciation and amortization 1,955,000 2,035,000
Provision for losses on accounts receivable 136,000 109,000
Gain on sale of Bovie product line (518,000) -
Change in assets and liabilities net of effects
from sale of Bovie product line:
Decrease in accounts receivable 2,307,000 830,000
(Increase) Decrease in inventories (2,619,000) 1,438,000
(Increase) in other assets - (74,000)
(Increase) in prepaid assets (326,000) (1,788,000)
(Decrease) in accounts payable and accrued liabilities (2,911,000) (1,589,000)
------------- -------------
Net cash provided (used) by operating activities (1,884,000) 972,000
------------- -------------
Cash flows from investing activities:
Capital expenditures (1,216,000) (2,550,000)
Proceeds from sale of Bovie product line 2,600,000 -
------------- -------------
Net cash provided (used) by investing activities 1,384,000 (2,550,000)
------------- -------------
Cash flows from financing activities:
Net borrowings (payments) on short-term line of credit (4,600,000) 3,600,000
Proceeds from long-term debt 6,000,000 -
Principal payments of long-term debt (1,815,000) (1,643,000)
------------- -------------
Net cash provided (used) by financing activities (415,000) 1,957,000
------------- -------------
Net increase (decrease) in cash (915,000) 379,000
Cash, beginning of period 1,962,000 855,000
------------- -------------
Cash, end of period $ 1,047,000 $ 1,234,000
============= =============
Supplemental disclosure of cash flow information
Cash paid during the period for:
Interest $ 1,559,000 $ 1,354,000
Income Taxes 531,000 278,000
============= =============
Supplemental disclosure of non-cash investing and
financing activities:
Capital lease obligation incurred for equipment purchases $ - $ 163,000
============= =============
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
4
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1: BASIS OF PRESENTATION
The financial information included herein is unaudited except for the
balance sheet as of March 31, 1995. However, such information reflects all
adjustments which are, in the opinion of management, necessary for a fair
statement of financial position and results of operations for the interim
periods. Certain amounts presented in the consolidated financial statements of
prior periods have been reclassified to conform to the method of presentation
used in the current periods' financial statements. These reclassifications have
no effect on the consolidated financial position as previously reported.
The results of operations for the three and six month periods ending
September 30, 1995, are not necessarily indicative of the results to be expected
for the full year.
NOTE 2: INVENTORIES
Inventory was valued using the LIFO method at September 30, 1995, and
March 31, 1995.
The composition of inventories at September 30, 1995, and March 31,
1995, is as follows :
<TABLE>
<CAPTION>
September 30, 1995 March 31, 1995
------------------ --------------
<S> <C> <C>
Raw Materials $22,404,000 $22,641,000
Work-In Process 4,518,000 3,618,000
Finished Goods 10,591,000 10,802,000
----------- -----------
$37,513,000 $37,061,000
=========== ===========
</TABLE>
NOTE 3: NOTE PAYABLE
The Company has a secured revolving line of credit with two commercial
banks. The line of credit provides for advances up to $30,000,000 and bears
interest at the banks' prime rate of interest with a LIBOR plus 2 1/4% option.
The line is to be repaid in full, with all accrued interest, on August 1, 1997,
unless renewed. There is a commitment fee of 1/4% per annum on the unused
portion of the revolving line of credit, payable quarterly in arrears and
accruing from August 1, 1995. No compensating balances are required. The
revolving line of credit is secured by inventories, accounts receivable,
equipment and intangible assets.
The Company believes that it is not in compliance with certain
financial covenants contained in the credit agreement providing for the
revolving line of credit. See "Management's Discussion and Analysis of Financial
Condition and Results of Operations - Liquidity and Capital Resources at
September 30, 1995."
5
<PAGE>
NOTE 4: LONG TERM DEBT
Long-term debt at September 30, 1995, is summarized as follows:
<TABLE>
<CAPTION>
<S> <C>
Secured term-loan payable to two commercial banks in monthly
principal installments of $200,000 due August 1, 2000,
at the banks' prime rate plus 1/4%
(9% at September 30, 1995).
A separate interest rate agreement covering $5,833,000
of the loan balance at September 30, 1995,
caps the base rate at 8.9% with a floor rate of
6% and expires August 1, 1998.................................... $11,800,000
Secured equipment leases payable in monthly or quarterly
installments ranging from $250 to $36,000, including
interest at rates ranging from 10.46% to 14.08%, due
through January 31, 1999......................................... 802,000
Subordinated note payable to an individual in quarterly
installments of $250,000, due December 31, 1995,
with balance bearing interest at a rate generally equal
to the prime lending rate (8.75% at September 30, 1995).......... 500,000
Subordinated note payable to a company in quarterly
installments of $31,576, due September 30, 1996,
with the balance bearing interest at prime
plus 2% (10.75% at September 30, 1995)........................... 126,000
Secured mortgage loan payable to a commercial bank, due
December 1997, with balance bearing interest at an
adjustable rate (7.50% on September 30, 1995)................... 121,000
Pennsylvania Industrial Development Authority Loan
payable in monthly installments of $1,545 due in
January 2006, with the balance bearing interest at 7.0%.......... 137,000
-----------
$13,486,000
Less current installments.......................................... 3,347,000
-----------
$10,139,000
===========
</TABLE>
On August 1, 1995, the Company replaced its then existing secured term-loan
with two commercial banks with a $12,000,000 five year secured term-loan with
the same commercial banks, payable in monthly principal installments of $200,000
beginning September 1, 1995, at the banks' prime rate plus 1/4%. The additional
funds were used to reduce borrowing under the Company's revolving line of
credit. The term-loan is due August 1, 2000.
The Company believes that it is not in compliance with certain financial
covenants contained in the credit agreement providing for the term-loan. See
"Management's Discussion and Analysis of Financial Condition and Results of
Operations - Liquidity and Capital Resources at September 30, 1995."
6
<PAGE>
Item 2
MDT CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
THREE MONTHS ENDED SEPTEMBER 30, 1995 VS. 1994
Sales for the three months ended September 30, 1995, of $33,303,000
approximate sales for the same period one year earlier of $33,818,000. Sales of
sterility assurance systems by MDT Biologic during the second quarter ended
September 30, 1995, were $15,708,000, or 3.5% higher than for the comparative
quarter in 1994. Sales of parts, service and consumables by MDT Technionic
during the quarter ended September 30, 1995, were $11,727,000, or 2.2% higher
than for the comparative quarter in 1994. These increases were offset by lower
sales of examining and operatory equipment by MDT Diagnostic of $1,181,000, or
17.0%, from the comparative period. The decrease in examining and operatory
equipment sales primarily resulted from lower shipments of operating room and
examination and treatment tables due in large measure to parts shortages. Parts
availability is expected to improve in the third quarter to end December 31,
1995.
The following table summarizes the sales contribution of each product group
for the quarters and six months ended September 30, 1995, and 1994:
<TABLE>
<CAPTION>
Quarter Ended Six Months Ended
September 30, September 30,
(dollars in thousands) 1995 1994 1995 1994
- -------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
MDT Biologic
Sterility Assurance Systems Group $15,708 $15,182 $28,391 $29,967
MDT Diagnostic
Examining and Operatory Equipment Group 5,764 6,945 11,189 13,230
MDT Technionic
Product Support Group 11,727 11,477 24,034 22,727
Other Items 104 214 587 88
------- ------- ------- -------
Total Sales $33,303 $33,818 $64,201 $66,012
======= ======= ======= =======
</TABLE>
Incoming orders of $33,493,000 for the quarter represent an increase
of $844,000, or 2.6%, compared to the second quarter a year earlier. Incoming
orders a year ago included $588,000 in Bovie orders not included in the recent
quarter because the product line was sold in the first quarter. Incoming orders
reflect strengthening for MDT Biologic products over both the prior quarter and
the comparative quarter a year earlier with nominal slippage in Diagnostic and
Technionic orders compared to the prior year. The backlog at
7
<PAGE>
September 30, 1995, was $28,478,000, up by 3.9%, compared to $27,415,000 a year
earlier. The year earlier backlog included $374,000 of Bovie orders not included
in the recent quarter backlog.
Gross profit of $9,914,000 was $503,000, or 4.8%, lower in the
current quarter, while gross profit as a percentage of sales was 29.8% versus
30.8% in the comparative quarter a year earlier. The lower gross profit
reflected lower sales volume, a greater mix of lower margin international
shipments and competitive pricing.
Operating expenses of $9,099,000 were $229,000, or 2.6%, higher in the
second quarter than were operating expenses in the comparative quarter a year
earlier. Operating expenses reflect the implementation of cost reductions,
offset by patent litigation costs of $350,000 in the current quarter. Overall,
operating expenses as a percentage of sales increased 1.1% to 27.3% in the
second quarter of fiscal 1996 compared to 26.2% in the second quarter of fiscal
1995. Excluding the incremental effect of higher patent litigation costs,
operating expenses would have been $25,000 or .3% lower in the current quarter
than were operating expenses in the second quarter one year earlier.
Reorganization costs of $338,000 were $35,000 higher when compared to
the same period one year earlier. These costs were incurred in connection with
the Company's efforts to lower its break-even point in the face of current
market uncertainties while at the same time improve the effectiveness of its
operations, organization and structure. Since the inception of the
reorganization in fiscal year 1995, a total of $1,802,000 has been expensed.
Reorganization costs remaining to be incurred and expensed through the balance
of fiscal year 1996 are expected to approximate $400,000.
Operating income of $477,000 was $767,000, or 61.7%, lower in the
second quarter than was operating income for the comparative quarter in 1995,
reflecting aforementioned lower gross profit and higher patent litigation
expense in addition to reorganization costs.
Interest expense increased by $12,000 between the comparative
quarters, reflecting higher interest rates on lower average borrowings.
Other expense of $252,000 includes a $194,000 reduction in the gain on
the sale of the Bovie product line.
Income taxes are based upon an estimated rate of 48% for the fiscal
year. The year-to-date adjustment in the estimated rate from 43% to 48% is
reflected in the current quarter's income tax expense (benefit). The rate used
in the comparative period of the prior fiscal year was 42%.
8
<PAGE>
The loss of $355,000, or $.05 per share, in the second quarter ended
September 30, 1995, compared to a net income of $248,000, or $.04 per share, in
the same quarter a year earlier. Lower gross profit combined with higher patent
litigation costs, reorganization costs and a reduction in the gain on the sale
of the Bovie product line account for the reduction in net income between the
comparative periods.
SIX MONTHS ENDED SEPTEMBER 30, 1995 VS. 1994
Sales for the six months ended September 30, 1995, of $64,201,000 were
down $1,811,000 from sales for the comparative period in 1994, a decline of
2.7%. Higher sales of parts, service and consumables by MDT Technionic were
offset by lower sales of sterility assurance systems by MDT Biologic and lower
sales of examining and operatory equipment by MDT Diagnostic.
Gross profit of $19,981,000 was $1,100,000 or 5.2% lower in the six
months ended September 30, 1995, and gross profit as a percentage of sales was
31.1% versus 31.9% in the comparative period a year earlier. The lower gross
profit and gross profit margin reflect the adverse impacts of lower sales,
competitive pricing and unfavorable manufacturing and service variances,
resulting from lower than planned levels of output.
Operating expenses of $17,997,000 decreased $690,000 or 3.7% during
the first six months compared to the same period last year even though the
Company incurred $587,000 in patent litigation costs, $359,000 more than in the
same period of the prior year. Operating expenses as a percentage of sales for
the first six months were 28.0% as compared to 28.3% in the same period a year
earlier. Excluding the effect of higher patent litigation costs, operating
expenses would have been $1,049,000, or 5.6%, lower and operating expenses as a
percentage of sales would have been 27.5%, .8 points lower, than operating
expenses as a percentage of sales for the same period one year earlier. The
reduction in operating expenses and operating expenses as a percentage of sales
(after adjustment for litigation costs) for the six months ended September 30,
1995, when compared to the same period a year ago, is principally attributed to
the Company's efforts to reduce costs and reorganize into three business units.
Reorganization costs of $567,000 recorded in the first six months of
fiscal year 1996, were $166,000 lower compared to the same period a year
earlier.
Operating income of $1,417,000 was $244,000 or 14.7% lower than
operating income for the first six months of the prior fiscal year, reflecting
lower gross profit partially offset by lower operating expenses and
reorganization costs.
9
<PAGE>
Interest expense increased $132,000 between the comparative six month
periods reflecting higher interest rates on lower average borrowings.
Other income of $498,000 includes a pre-tax gain of $518,000 from the
sale of the Bovie product line.
Income taxes are based upon an estimated rate of 48% in the current
fiscal year. The rate used in the comparative period of the prior fiscal year
was 42%.
Net income of $92,000 or $.01 per share, for the six months ended
September 30, 1995, compares to net income of $11,000 or $.00 per share for the
same period in 1994 reflecting the above noted factors.
LIQUIDITY AND CAPITAL RESOURCES AT SEPTEMBER 30, 1995
- -----------------------------------------------------
During the six months ended September 30, 1995, cash used by operating
activities of $1,884,000, capital expenditures of $1,216,000 and net short and
long term debt payments of $415,000 were financed by the $2,600,000 proceeds
from the sale of the Bovie product line and a reduction in cash balances of
$915,000.
Capital expenditures are anticipated to approximate $2,500,000 in
fiscal year 1996, principally for production machinery and equipment, tooling
and molds. Total committed capital expenditures were approximately $1,159,000
as of September 30, 1995.
Based on the Company's earnings for the six months ended September 30,
1995 and its current tangible net worth, the Company believes that it is not in
compliance with certain financial covenants contained in the Company's Bank
Credit Agreement. The Company has notified the commercial banks under the Bank
Credit Agreement of its noncompliance and is currently in discussions with such
banks regarding a waiver of these covenants and other possible modifications to
the Bank Credit Agreement.
The Company intends to use cash provided by operating activities and,
if successful in obtaining a waiver and other modifications from the commercial
banks, additional borrowings under the Company's Bank Credit Agreement to
fulfill its operating and capital expenditure needs for the remainder of the
fiscal year.
10
<PAGE>
PART II - OTHER INFORMATION
Item 1 Legal Proceedings
-----------------
The U.S. District Court in Boston has issued a series of rulings
concerning MDT's patent infringement lawsuit against AbTox, Inc. MDT
sued AbTox in December, 1993, alleging that sterilizers produced and
sold by AbTox infringed patents on which MDT has an option. AbTox
denied MDT's charges and contersued MDT, alleging that certain uses of
a plasma sterilizer under development by MDT infringed a patent owned
by AbTox and that the MDT patents were unenforceable and invalid.
The court ruled that developmental work done by MDT in pursuit of FDA
clearance of its plasma sterilizer cannot form the basis of a patent
infringement claim by AbTox, and that AbTox had failed to prove that
the MDT patents were unenforceable or invalid. The court also ruled
that the AbTox sterilizer is patentably distinct from the MDT
sterilizer and thus does not infringe the MDT patents, as construed by
the court. MDT disagrees with this latter ruling and intends to
appeal it. MDT will also continue to prosecute its infringement suit
against AbTox in Canada.
Item 4 - Submission of Matters to a Vote of Security Holders
---------------------------------------------------
The information contained in Item 4 of the Company's Quarterly Report
on Form 10-Q for the quarterly period ended June 30, 1995, is
incorporated herein by reference.
Item 6 Exhibits and Reports on Form 8-K
--------------------------------
A. Exhibits:
Exhibit
Number Description
------ -----------
11.0 Computation of Earnings Per Share
Three Months Ended September 30, 1995, and 1994
Six Months Ended September 30, 1995, and 1994
27.0 Financial Data Schedule
B. Reports on Form 8-K - No reports on Form 8-K were filed
in the quarter ended September 30, 1995.
11
<PAGE>
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.
MDT Corporation
/s/ Thomas Hein
------------------------------------
Thomas Hein, Chief Financial Officer
(Duly Authorized Officer and Principal Financial Officer)
Date: November 14, 1995
-----------------
12
<PAGE>
Exhibit 11.0
MDT CORPORATION AND SUBSIDIARIES
COMPUTATION OF EARNINGS PER SHARE
THREE MONTHS ENDED SEPTEMBER 30,
(Unaudited)
<TABLE>
<CAPTION>
1995 1994
---------- ----------
<S> <C> <C>
Weighted average number of common
shares outstanding 6,769,000 6,743,000
Number of common equivalent shares
(determined using the Treasury
Stock Method) related to stock
options outstanding - -
---------- ----------
Weighted average number of common
and common equivalent shares
outstanding 6,769,000 6,743,000
========== ==========
Net Income (Loss) $ (355,000) $ 248,000
Earnings (loss) per share $ (.05) $ .04
</TABLE>
13
<PAGE>
Exhibit 11.0
MDT CORPORATION AND SUBSIDIARIES
COMPUTATION OF EARNINGS PER SHARE
SIX MONTHS ENDED SEPTEMBER 30,
(Unaudited)
<TABLE>
<CAPTION>
1995 1994
---------- ----------
<S> <C> <C>
Weighted average number of common
shares outstanding 6,769,000 6,743,000
Number of common equivalent shares
(determined using the Treasury
Stock Method) related to stock
options outstanding 64,000 -
---------- ----------
Weighted average number of common
and common equivalent shares
outstanding 6,833,000 6,743,000
========== ==========
Net Income $ 92,000 $ 11,000
Earnings per share $ .01 $ .00
</TABLE>
14
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS INCLUDED IN THE REGISTRANT'S QUARTERLY REPORT ON FORM 10-Q
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1995, AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-START> JUL-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 1,047
<SECURITIES> 0
<RECEIVABLES> 28,414
<ALLOWANCES> (680)
<INVENTORY> 37,513
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0
0
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<EPS-DILUTED> (.05)
</TABLE>
