<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 December 31, 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
Durham, North Carolina 27703
- ----------------------------------- -------------------
(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 January 31, 1996
<PAGE>
MDT CORPORATION
INDEX
<TABLE>
<CAPTION>
Part I Financial Information Page
------------------------------------------ ----
<S> <C> <C>
Item 1 - Financial Statements
Consolidated Balance Sheets - 1
December 31, 1995, and March 31, 1995
Consolidated Statements of Income (Loss) - 2
Three Months Ended December 31, 1995,
and 1994
Consolidated Statements of Income (Loss) - 3
Nine Months Ended December 31, 1995,
and 1994
Consolidated Statements of Cash Flows - 4
Nine Months Ended December 31, 1995,
and 1994
Notes to Consolidated Financial Statements 5-6
Item 2 - Management's Discussion and 7-11
Analysis of Financial Condition
and Results of Operations
Part II Other Information
-----------------
Item 5 - Other Information 12
Item 6 - Exhibits and Reports on Form 8-K 12
Signatures 13
----------
Exhibits
--------
11.0 Computation of Earnings (Loss) Per Share - 14
Three Months Ended December 31,
1995, and 1994
Computation of Earnings (Loss) Per Share - 15
Nine Months Ended December 31,
1995, and 1994
27.0 Financial Data Schedule 16
</TABLE>
<PAGE>
Part I - FINANCIAL INFORMATION
Item 1 - Financial Statements
MDT CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
December 31, 1995 March 31, 1995
----------------- --------------
(Unaudited) (Audited)
<S> <C> <C>
ASSETS
Current Assets:
Cash $ 2,361,000 $ 1,962,000
Accounts Receivable, Less Allowance for
Doubtful Accounts of $730,000 and $531,000 29,759,000 31,032,000
Inventories, at Cost 35,826,000 37,061,000
Prepaid Expenses 3,080,000 2,576,000
------------ ------------
Total Current Assets 71,026,000 72,631,000
Property, Plant and Equipment, at Cost,
Less Accumulated Depreciation and
Amortization of $22,299,000 and $20,075,000 27,202,000 28,132,000
Other Assets, at Cost, Less Accumulated
Amortization of $6,664,000 and $6,117,000 4,252,000 4,586,000
------------ ------------
Total Assets $102,480,000 $105,349,000
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Note Payable $ 22,700,000 $ 25,600,000
Current Installments of Long-Term Debt 3,006,000 3,617,000
Accounts Payable 10,641,000 11,432,000
Accrued Liabilities:
Compensation, Payroll Taxes and Benefits 335,000 1,002,000
Warranty, Litigation and Other 5,295,000 4,550,000
Deferred Income 1,703,000 1,922,000
Deferred Income Taxes 459,000 1,081,000
------------ ----------
Total Current Liabilities 44,139,000 49,204,000
Long-Term Debt, Less Current Installments 9,421,000 5,684,000
Accrued Postretirement Benefits 2,266,000 2,266,000
Deferred Income Taxes 2,734,000 2,734,000
---------- -----------
Total Liabilities 58,560,000 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
December 31, 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 8,194,000 9,735,000
---------- ----------
Total Stockholders' Equity 43,920,000 45,461,000
----------- ----------
Total Liabilities and Stockholders' Equity $102,480,000 $105,349,000
============ ============
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
1
<PAGE>
<TABLE>
<CAPTION>
MDT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (LOSS)
THREE MONTHS ENDED DECEMBER 31,
(Unaudited)
1995 1994
----------- ------------
<S> <C> <C>
Sales $32,965,000 $34,049,000
Cost of Sales 23,735,000 23,842,000
----------- -----------
Gross Profit 9,230,000 10,207,000
----------- -----------
Operating Expenses:
Marketing and Sales 6,053,000 5,697,000
Administration 2,863,000 2,192,000
Product Development 1,134,000 1,059,000
----------- -----------
10,050,000 8,948,000
----------- -----------
Reorganization Costs 806,000 -
----------- -----------
Operating Income (Loss) (1,626,000) 1,259,000
Interest Expense 870,000 932,000
Other Expense 51,000 114,000
----------- -----------
Income (Loss) Before Income Taxes (2,547,000) 213,000
Income Tax Expense (Benefit) (914,000) 91,000
----------- -----------
Net Income (Loss) $(1,633,000) $ 122,000
=========== ===========
Earnings (Loss) Per Share $ (.24) $ .02
=========== ===========
Weighted Average Number of Shares
Outstanding 6,769,000 6,805,000
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
2
<PAGE>
MDT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (LOSS)
NINE MONTHS ENDED DECEMBER 31,
(UNAUDITED)
<TABLE>
<CAPTION>
1995 1994
----------- ------------
<S> <C> <C>
Sales $97,167,000 $100,061,000
Cost of Sales 67,956,000 68,773,000
----------- ------------
Gross Profit 29,211,000 31,288,000
----------- ------------
Operating Expenses:
Marketing and Sales 17,194,000 17,582,000
Administration 7,703,000 6,657,000
Product Development 3,150,000 3,397,000
----------- ------------
28,047,000 27,636,000
----------- ------------
Reorganization Costs 1,373,000 733,000
----------- ------------
Operating Income (Loss) (209,000) 2,919,000
Interest Expense 2,608,000 2,538,000
Other (Income) Expense (447,000) 150,000
----------- ------------
Income (Loss) Before Income Taxes (2,370,000) 231,000
Income Tax Expense (Benefit) (829,000) 99,000
----------- ------------
Net Income (Loss) $(1,541,000) $ 132,000
=========== ============
Earnings (Loss) per share $ (.23) $ .02
=========== ============
Weighted Average Number of Shares
Outstanding 6,769,000 6,755,000
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
3
<PAGE>
MDT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED DECEMBER 31,
(UNAUDITED)
<TABLE>
<CAPTION>
1995 1994
----------- -----------
<S> <C> <C>
Increase (Decrease) in Cash and Cash Equivalents
Cash flows from operating activities:
Net income (loss) $(1,541,000) $ 132,000
Adjustments to reconcile net income (loss) to net cash
provided (used) by operating activities:
Depreciation and amortization 2,877,000 2,855,000
Provision for losses on accounts receivable 198,000 189,000
Gain on sale of Bovie product line (520,000) _
Change in assets and liabilities net of effects
from sale of Bovie product line:
Decrease in accounts receivable 1,175,000 44,000
(Increase) Decrease in inventories (804,000) 3,299,000
(Increase) in other assets - (818,000)
(Increase) in prepaid assets (504,000) (341,000)
(Decrease) in accounts payable and accrued liabilities (1,559,000) (2,272,000)
----------- -----------
Net cash provided (used) by operating activities (678,000) 3,088,000
----------- -----------
Cash flows from investing activities:
Capital expenditures (1,686,000) (2,413,000)
Proceeds from sale of Bovie product line 2,537,000 -
----------- -----------
Net cash provided (used) by investing activities 851,000 (2,413,000)
----------- -----------
Cash flows from financing activities:
Net borrowings (payments) on short-term line of credit (2,900,000) 2,000,000
Proceeds from long-term debt 6,000,000 -
Principal payments of long-term debt (2,874,000) (2,477,000)
----------- -----------
Net cash provided (used) by financing activities 226,000 (477,000)
----------- -----------
Net increase (decrease) in cash 399,000 198,000
Cash, beginning of period 1,962,000 855,000
----------- -----------
Cash, end of period $ 2,361,000 $ 1,053,000
=========== ===========
Supplemental disclosure of cash flow information
Cash paid during the period for:
Interest $ 2,303,000 $ 1,891,000
Income Taxes 580,000 400,000
=========== ===========
Supplemental disclosure of non-cash investing and
financing activities:
Capital lease obligation incurred for equipment purchases $ - $ 158,000
=========== ===========
</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 nine month periods ending
December 31, 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 December 31, 1995, and
March 31, 1995.
The composition of inventories at December 31, 1995, and March 31,
1995, is as follows:
<TABLE>
<CAPTION>
December 31, 1995 March 31, 1995
----------------- --------------
<S> <C> <C>
Raw Materials $21,343,000 $22,641,000
Work-In Process 3,701,000 3,618,000
Finished Goods 10,782,000 10,802,000
----------- -----------
$35,826,000 $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 required 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 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 December 31, 1995."
5
<PAGE>
NOTE 4: LONG TERM DEBT
<TABLE>
<S> <C>
Long-term debt at December 31, 1995, is summarized as follows:
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% (8.75% at
December 31, 1995). A separate interest rate agreement covering $5,333,000 of the
loan balance at December 31, 1995, caps the base rate at 8.9% with a floor rate of
6% and expires August 1, 1998.............................................................. $11,200,000
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................................................................... 636,000
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 (8.5% at December 31, 1995)..................................... 250,000
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% (10.5% at December 31, 1995)....................................................... 95,000
Secured mortgage loan payable to a commercial bank, due December 1997, with
balance bearing interest at an adjustable rate (7.25% on December 31, 1995)................ 112,000
Pennsylvania Industrial Development Authority Loan payable in monthly installments
of $1,545 due in January 2006, with the balance bearing interest at 7.0%................... 134,000
-----------
$12,427,000
Less current installments.................................................................... 3,006,000
-----------
$ 9,421,000
===========
</TABLE>
The Company is not in compliance with certain financial covenants contained in
the credit agreement providing for the secured term-loan payable to two
commercial banks. See "Management's Discussion and Analysis of Financial
Condition and Results of Operations - Liquidity and Capital Resources at
December 31, 1995."
6
<PAGE>
Item 2
MDT CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
THE FOLLOWING TABLE SUMMARIZES THE SALES CONTRIBUTION OF EACH PRODUCT GROUP FOR
THE QUARTERS AND NINE MONTHS ENDED DECEMBER 31, 1995 AND 1994.
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
December 31, December 31,
(dollars in thousands) 1995 1994 1995 1994
- -------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
MDT Biologic
Sterility Assurance Systems Group $15,774 $16,462 $44,165 $ 46,429
MDT Diagnostic
Examining and Operatory Equipment Group 5,995 5,742 17,185 18,971
MDT Technionic
Product Support Group 11,197 11,693 35,231 34,420
Other Items (1) 152 586 241
------- ------- ------- --------
Total Sales $32,965 $34,049 $97,167 $100,061
======= ======= ======= ========
</TABLE>
THREE MONTHS ENDED DECEMBER 31, 1995 VS. 1994
Sales for the three months ended December 31, 1995, of $32,965,000
were $1,084,000 lower than sales for the comparative quarter in 1994, a decrease
of 3.2%. Lower sales at MDT Biologic reflect lower domestic demand for
sterility and disinfection products, customer delays of scheduled deliveries and
lower shipments of certain tabletop sterilizers. MDT Technionic recorded lower
parts sales and reduced service billings resulting from fewer installations of
upgrade kits and new equipment.
Incoming orders of $32,911,000 for the quarter represent a decrease of
$1,251,000, or 3.7%, compared to the third quarter a year earlier. Lower
incoming orders also reflect soft domestic demand for sterility equipment, non-
availability of certain tabletop sterilizers until late in the quarter and a
decline in parts and service orders, notwithstanding continuing good performance
in the international markets. The backlog at December 31, 1995, was
$29,190,000, up 6.0%, compared to $27,528,000 a year earlier.
Gross profit of $9,230,000 was $977,000, or 9.6%, lower in the current
quarter, and gross profit as a percentage of sales was 28.0% versus 30.0% in the
comparative quarter a year earlier. The lower gross profit and gross profit
margin reflect the adverse impacts of lower sales, competitive pricing,
unfavorable manufacturing and service variances resulting from lower than
planned levels of activity, and higher inventory provisions.
7
<PAGE>
Operating expenses of $10,050,000 were $1,102,000, or 12.3%, higher in
the third quarter than were operating expenses in the comparative quarter a year
earlier. Higher operating expenses reflect, in part, increased expenditures to
market to national accounts and group purchasing organizations (GPO's), combined
with related higher administrative fees. Higher operating expenses also reflect
higher patent litigation costs and a year-to-date adjustment to reclassify
certain facility charges from cost of sales to administration. Operating
expenses, as a percentage of sales, increased 4.2% to 30.5% in the third quarter
of fiscal 1996, compared to 26.3% in the third quarter of fiscal 1995.
Reorganization costs of $806,000 were incurred in the current quarter,
while no such similar costs were incurred in the same period a year earlier.
These costs have been 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. On December 4, 1995, the Company announced that it would implement
additional cost reduction measures as part of its ongoing reorganization. These
measures, intended to save about $1,500,000 in fiscal 1997, include personnel
reductions, reduced marketing and sales spending and other measures. Accruals
for severance and other reorganization costs related to these measures, totaling
$438,000, were recorded at December 31, 1995. The Company is continuing its
efforts to identify additional cost reductions and savings. Reorganization
costs remaining to be incurred and expensed, before any additional measures yet
to be identified or quantified, are expected to approximate $200,000.
The operating loss of $1,626,000 in the third quarter compares to an
operating income of $1,259,000 in the same quarter the prior year, reflecting
lower sales and gross profit, higher operating expenses, including patent
litigation costs, and reorganization costs as discussed above.
Income tax (benefit) is based upon an estimated rate of 35% for the
fiscal year. The year-to-date adjustment in the estimated rate from 48% to 35%
is reflected in the current quarter's income tax (benefit). The rate used in
the comparative period of the prior fiscal year was 43%.
The net loss of $1,633,000, or $.24 per share, in the third quarter
ended December 31, 1995, compares to a net income of $122,000, or $.02 per
share, in the same quarter a year earlier, reflecting the above noted factors.
As the domestic healthcare delivery system continues to change,
consolidate and seek means of cost containment, the market environment remains
highly competitive and generally contractionary for numerous of the Company's
products. In these circumstances, it is difficult to accurately foresee
customer demand, plan production and anticipate order prices and mix.
8
<PAGE>
NINE MONTHS ENDED DECEMBER 31, 1995 VS. 1994
Sales for the nine months ended December 31, 1995, of $97,167,000 were
down $2,894,000 from sales for the comparative period in 1994, a decline of
2.9%. Higher sales of consumables, service and international parts by MDT
Technionic were more than offset by lower sales of sterility assurance equipment
by MDT Biologic and lower sales of examining and operatory equipment by MDT
Diagnostic, notwithstanding good overall performance in the international
markets.
Gross profit of $29,211,000 was $2,077,000 or 6.6% lower in the nine
months ended December 31, 1995, and gross profit as a percentage of sales was
30.1% versus 31.3% in the comparative period a year earlier. Lower gross profit
and gross profit margin reflect the adverse impacts of lower sales, competitive
pricing, unfavorable manufacturing and service variances resulting from lower
than planned levels of activity, and higher inventory provisions.
Operating expenses of $28,047,000 increased $411,000 or 1.5% during
the first nine months, most notably in the third quarter, compared to the same
period last year, and included $749,000 in patent litigation costs, $384,000
more than in the same period of the prior year. Operating expenses as a
percentage of sales for the nine months were 28.9% as compared to 27.6% in the
same period a year earlier. Excluding the effect of higher patent litigation
costs, operating expenses were essentially flat year over year in spite of
higher foreign sales commissions related to higher international sales and
higher expenditures from selling to national accounts and group purchasing
organizations (GPO's), offset by reduced expenditures in other areas.
Reorganization costs of $1,373,000 recorded in the nine months of
fiscal 1996 were $640,000 higher compared to the same period a year earlier.
(See earlier discussion of Reorganization Costs included in Three Months Ended
December 31, 1995 versus 1994.)
The operating loss of $209,000 for the nine months compares to an
operating income of $2,919,000 in the same period a year earlier, reflecting
lower sales and gross profit, higher operating expenses, including patent
litigation costs and reorganization costs as discussed above.
Interest expense increased $70,000 between the comparative nine month
periods, reflecting higher interest rates on lower average borrowings.
Other income includes a pre-tax gain of $520,000 from the sale of the
Bovie product line in June, 1995.
Income tax (benefit) is based upon an estimated rate of 35% in the
current fiscal year. The rate used in the comparative period of the prior
fiscal year was 43%.
9
<PAGE>
The net loss of $1,541,000, or $.23 per share, for the nine months
ended December 31, 1995, compares to net income of $132,000, or $.02 per share,
for the same period in 1994, reflecting, among others, factors noted above.
LIQUIDITY AND CAPITAL RESOURCES AT DECEMBER 31, 1995
- ----------------------------------------------------
During the nine months ended December 31, 1995, cash used by operating
activities of $678,000 and capital expenditures of $1,686,000 were financed by
an increase in net short and long-term debt of $226,000 and $2,537,000 in
proceeds from the sale of the Bovie product line in June 1995, resulting in a
$399,000 increase in cash balances to a total $2,361,000 at December 31, 1995.
On December 4, 1995, the Company announced that it would implement
additional cost reduction measures as part of its ongoing reorganization. These
measures, intended to save about $1,500,000 in fiscal 1997, include personnel
reductions, reduced marketing and sales spending and other measures. Accruals
for severance and other reorganization costs related to these measures, totaling
$438,000, were recorded at December 31, 1995. The Company is continuing its
efforts to identify additional cost reductions and savings. Reorganization
costs remaining to be incurred and expensed, before any additional measures yet
to be identified or quantified, are expected to approximate $200,000.
Capital expenditures are anticipated to approximate $2,200,000 in
fiscal year 1996, principally for production machinery and equipment, tooling
and molds. Total committed capital expenditures were approximately
$383,000 as of December 31, 1995.
The Company is not in compliance with certain financial covenants
contained in its Bank Credit Agreement. The commercial banks have agreed to a
limited waiver of such non-compliance through February 15, 1996, while the
Company and the banks negotiate an amendment to the Bank Credit Agreement on
terms acceptable to the Company and the banks. While no assurances can be given
regarding the ultimate outcome of these negotiations, it is anticipated that the
interest rates payable by the Company on outstanding balances under the Bank
Credit Agreement will increase under the terms of any such amendment.
The Company is engaged in a dispute with the supplier of a product for
which the Company has been the importer and distributor. The dispute involves
inventory on hand resulting from the earlier lapse of the supplier's
registration with the FDA and the failure of the supplier to provide products,
components and parts against purchase orders. The Company is negotiating with
the supplier for disposition of inventory costing about $700,000. Failing that,
the Company intends to arbitrate the issues. Based on the status of those
efforts at March 31, 1996, the Company may reserve some or all of the inventory.
10
<PAGE>
The Company intends to use cash provided by operating activities and,
if successful at completing a formal amendment to the Bank Credit Agreement,
additional borrowings from its commercial banks to fulfill its operating and
capital expenditure needs for the remainder of the fiscal year.
11
<PAGE>
PART II - OTHER INFORMATION
Item 5 Other Information
-----------------
Plasma Sterilizer
-----------------
The Company has determined that it will not submit a 510(k) filing
with the FDA for its plasma sterilizer late in the fourth fiscal
quarter as previously expected. Tests to date indicate that further
refinements to the prototype systems are required, and such
refinements will delay completion of efficacy studies which must be
included in the submission.
Search For New President and Chief Executive Officer
----------------------------------------------------
A Search Committee of the Board of Directors has been appointed to
recruit a President and Chief Executive Officer. The committee
includes John S. Gilbertson, Chairman of the committee, and three
other outside directors. The scheduled retirement of J. Miles
Branagan, Chairman, President and Chief Executive Officer, was
announced earlier. With the recent completion of a major corporate
restructuring and the ongoing dynamics of healthcare reform, the board
determined that it was timely to begin the search.
Item 6 Exhibits and Reports on Form 8-K
--------------------------------
A. Exhibits:
Exhibit
Number Description
------ -----------
11.0 Computation of Earnings (Loss) Per Share
Three Months Ended December 31, 1995, and 1994
Nine Months Ended December 31, 1995, and 1994
27.0 Financial Data Schedule
B. Reports on Form 8-K - Filed with SEC December 8, 1995
12
<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: February 13, 1996
-------------------------
13
<PAGE>
EXHIBIT 11.0
MDT CORPORATION AND SUBSIDIARIES
COMPUTATION OF EARNINGS (LOSS) PER SHARE
THREE MONTHS ENDED DECEMBER 31,
(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 - 62,000
----------- ----------
Weighted average number of common
and common equivalent shares
outstanding 6,769,000 6,805,000
=========== ==========
Net Income (Loss) $(1,633,000) $ 122,000
Earnings (Loss) per share $ (.24) $ .02
</TABLE>
14
<PAGE>
EXHIBIT 11.0
MDT CORPORATION AND SUBSIDIARIES
COMPUTATION OF EARNINGS (LOSS) PER SHARE
NINE MONTHS ENDED DECEMBER 31,
(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 - 12,000
----------- ----------
Weighted average number of common
and common equivalent shares
outstanding 6,769,000 6,755,000
=========== ==========
Net Income (Loss) $(1,541,000) $ 132,000
Earnings (Loss) per share $ (.23) $ .02
</TABLE>
15
<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 DECEMBER 31, 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> OCT-01-1995
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0
0
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</TABLE>
