<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-Q
( X ) QUARTERLY REPORT ( ) TRANSITION REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly
Period Ended September 30, 1994 Commission File No. 1-10739
------------------ -------
SENSORMATIC ELECTRONICS CORPORATION
- - --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 34-1024665
- - --------------------------------- ----------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
500 N.W. 12th Avenue, Deerfield Beach, Florida 33442-1795
- - --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(305) 420-2000
- - --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Same
- - --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Sections 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 .
----- -----
The Registrant had outstanding 68,974,854 shares of Common Stock (par value
$.01 per share) as of November 3, 1994.
<PAGE> 2
SENSORMATIC ELECTRONICS CORPORATION
INDEX
FORM 10-Q
THREE MONTHS ENDED SEPTEMBER 30, 1994
<TABLE>
<CAPTION>
Page
----
<S> <C> <C>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements . . . . . . . . . . . . . . . . . 1
Consolidated Condensed Balance Sheets . . . . . . . . . 2
Consolidated Condensed Statements of
Income . . . . . . . . . . . . . . . . . . . . . . . 3
Consolidated Condensed Statements of
Cash Flows . . . . . . . . . . . . . . . . . . . . . 4
Notes to Consolidated Condensed
Financial Statements . . . . . . . . . . . . . . . . 5-7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations . . . . . . . . . . . . . . . . . . . . . 8-12
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . 13
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
</TABLE>
<PAGE> 3
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
The financial information included herein is unaudited. Certain
information and footnote disclosures normally included in the
financial statements have been condensed or omitted pursuant to the
rules and regulations of the Securities and Exchange Commission,
although the Company believes that the disclosures made are
adequate to make the information presented not misleading. These
financial statements should be read in conjunction with the
financial statements and related notes contained in the Company's
1994 Annual Report on Form 10-K. Other than as indicated herein,
there have been no significant changes from the financial data
published in said report. In the opinion of Management, such
unaudited information reflects all adjustments, consisting only of
normal recurring accruals, necessary for a fair presentation of the
unaudited information shown.
Results for the interim period presented herein are not necessarily
indicative of results expected for the full year.
1
<PAGE> 4
SENSORMATIC ELECTRONICS CORPORATION
CONSOLIDATED CONDENSED BALANCE SHEETS
(In thousands, except par value amounts)
<TABLE>
<CAPTION>
September 30, June 30,
1994 1994
---------- ---------
<S> <C> <C>
ASSETS
Cash and marketable securities (including
marketable securities of $32,921 and $33,618
at September 30 and June 30, respectively) $ 55,827 $ 54,542
Accounts receivable, net 147,594 127,571
Receivables under deferred terms and
installment contract obligations, net 72,549 71,321
Net investment in sales-type leases 115,511 109,607
Inventories, net 177,986 163,906
Revenue equipment, net 57,702 58,326
Other property, plant and equipment, net 117,445 107,152
Deferred charges, patents and other assets, net 140,418 120,061
Costs in excess of net assets acquired, net 372,532 343,017
---------- ----------
$1,257,564 $1,155,503
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable $ 40,904 $ 40,884
Accrued liabilities 130,690 143,067
Accrued and deferred income taxes payable 31,015 24,687
Debt 273,212 219,173
Stockholders' equity:
Preferred stock, $.01 par value
Common stock, $.01 par value, 68,901 and
67,612 shares outstanding at September
30 and June 30, respectively 582,085 546,577
Retained earnings 253,846 237,553
Treasury stock, at cost (6,730) (7,274)
Currency translation adjustments (43,995) (45,603)
Notes receivable from stock sales (3,463) (3,561)
---------- ----------
Total stockholders' equity 781,743 727,692
---------- ----------
$1,257,564 $1,155,503
========== ==========
</TABLE>
The notes to consolidated condensed financial statements on pages 5-7
are an integral part of these statements.
2
<PAGE> 5
SENSORMATIC ELECTRONICS CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
THREE MONTHS ENDED SEPTEMBER 30, 1994 AND 1993
(In thousands, except per share amounts)
<TABLE>
<CAPTION>
1994 1993
-------- --------
<S> <C> <C>
Revenues:
Sales $163,898 $122,587
Rentals 11,895 10,849
Other 15,089 9,848
-------- --------
Total revenues 190,882 143,284
Operating costs and expenses:
Costs of sales 75,370 55,335
Depreciation on revenue equipment 3,681 3,671
Selling, customer service and administrative 75,377 55,107
Research, development and engineering 5,030 4,485
Amortization of intangible assets 3,020 2,416
-------- --------
Total operating costs and
expenses 162,478 121,014
-------- --------
Operating income 28,404 22,270
Other expenses, net (1,613) (2,464)
-------- --------
Income before income taxes 26,791 19,806
Provision for income taxes 6,700 5,000
-------- --------
Net income $ 20,091 $ 14,806
======== ========
Primary earnings per common share $ .29 $ .25
======== ========
Fully diluted earnings per common
share $ .29 $ .24
======== ========
Cash dividends per common share $ .055 $ .05
======== ========
Common shares used in computation of:
Primary earnings per common share 69,868 60,272
======== ========
Fully diluted earnings per
common share 70,026 67,589
======== ========
</TABLE>
The notes to consolidated condensed financial statements on pages 5-7
are an integral part of these statements.
3
<PAGE> 6
SENSORMATIC ELECTRONICS CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED SEPTEMBER 30, 1994 AND 1993
(In thousands)
<TABLE>
<CAPTION>
1994 1993
------- -------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 20,091 $ 14,806
Adjustments to reconcile net income
to net cash provided by (used in)
operating activities:
Depreciation and amortization 8,947 8,265
Other non-cash charges to operations 2,965 1,337
Net changes in operating assets and
liabilities, net of effect of
acquisitions (60,096) (16,063)
-------- --------
Net cash provided by (used in) operating
activities (28,093) 8,345
-------- --------
Cash flows from investing activities:
Capital expenditures (13,263) (18,173)
Increase in revenue equipment
and inventory available for lease (2,850) (4,518)
Maturities of marketable securities 991 6,271
Purchases of marketable securities (300) (10,551)
Acquisitions and other investments (2,151) (18,423)
Other, net - 507
-------- --------
Net cash used in investing activities (17,573) (44,887)
-------- --------
Cash flows from financing activities:
Bank borrowings 47,196 15,811
Proceeds from issuances of common stock
under employee benefit plans, net 3,919 2,884
Cash dividends (3,798) (2,898)
Other, net 331 901
-------- --------
Net cash provided by financing activities 47,648 16,698
-------- --------
Net increase (decrease) in cash 1,982 (19,844)
Cash at beginning of period 20,924 89,101
-------- --------
Cash at end of period 22,906 69,257
Marketable securities at end of period 32,921 33,069
-------- --------
Cash and marketable securities at end of
period $ 55,827 $102,326
======== ========
</TABLE>
The notes to consolidated condensed financial statements on pages 5-7
are an integral part of these statements.
4
<PAGE> 7
SENSORMATIC ELECTRONICS CORPORATION
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
a) Receivables and net investment in sales-type leases
Accounts receivable are stated net of an allowance for doubtful
accounts of $11.3 million and $10.4 million at September 30 and June
30, 1994, respectively.
Receivables under deferred terms, substantially all of which mature
within one year, and installment contract obligations are stated net
of the following at September 30 and June 30, 1994 (in millions):
<TABLE>
<CAPTION>
September 30 June 30
------------ -------
<S> <C> <C>
Allowance for doubtful accounts $ 6.0 $ 6.4
Unearned interest and maintenance $ 21.7 $ 19.5
</TABLE>
Net investment in sales-type leases (leases) is stated net of the
following at September 30 and June 30, 1994 (in millions):
<TABLE>
<CAPTION>
September 30 June 30
------------ -------
<S> <C> <C>
Allowance for uncollectible minimum
lease payments $ 1.8 $ 3.4
Unearned interest and maintenance $ 38.5 $ 38.6
</TABLE>
The Company accrued loss contingencies at September 30 and June 30,
1994 of $1.4 million and $1.3 million, respectively, related to
$198.0 million and $199.9 million, respectively, of receivables and
leases sold to and outstanding with third party financing
institutions which are subject to full or partial repurchase. At
September 30 and June 30, 1994, accounts receivable assigned to and
outstanding with a third party financing institution (substantially
all of which are not subject to recourse) were $53.9 million and
$57.9 million, respectively, of which the financing institution had
advanced $48.4 million and $50 million, respectively, to the Company
(bearing interest at fluctuating rates). The Company received net
proceeds of $84.4 million and $57.9 million upon the sale or
assignment of receivables and leases in the three months ended
September 30, 1994 and 1993, respectively. At September 30 and June
30, 1994 balances due from financing institutions related to these
transactions aggregated $33.5 million and $29.1 million,
respectively, and are due within one year (classified as other
assets).
b) Inventories
At September 30 and June 30, 1994, inventories are comprised of parts
inventory of $34.0 million and $34.1 million, work-in-process of
$23.5 million and $20.0 million and inventory available for sale or
lease of $120.5 million and $109.8 million, respectively; and are net
of allowance for inventory losses of $10.3 million and $10.6 million,
respectively.
5
<PAGE> 8
c) Debt
Debt at September 30 and June 30, 1994 is summarized as follows
(in millions):
<TABLE>
<CAPTION>
September 30 June 30
------------ -------
<S> <C> <C>
Senior Notes $135.0 $135.0
Unsecured revolving credit notes
payable 118.4 64.0
Capital lease obligations and other,
net 19.8 20.2
------ ------
$273.2 $219.2
====== ======
</TABLE>
At September 30, 1994, the Company had approximately $102.9
million of unused credit under all of its line of credit
arrangements.
In January 1993, the Company issued $135 million aggregate principal
amount of 8.21% Senior Notes due January 2003 (the Senior Notes).
Subsequently, the Company entered into fixed to floating interest
rate swap agreements in order to reduce the Company's interest
expense by taking advantage of lower prevailing short-term interest
rates. The effective interest rate on the Senior Notes for the three
months ended September 30, 1994 and 1993 was 8.6% and 6.1%,
respectively.
Interest expense for the three months ended September 30, 1994 and
1993 was $5.3 million and $5.7 million, respectively. The Company
made interest payments of $8.3 million and $7.7 million for the three
months ended September 30, 1994 and 1993, respectively.
d) Income taxes
For the three months ended September 30, 1994 and 1993, the provision
for income taxes was computed using an estimated annual effective tax
rate based on a United States statutory rate of 35% adjusted
principally for anticipated United States/Puerto Rico "Section 936"
tax benefits, amortization of costs in excess of net assets acquired
and international tax rate differentials.
The Company made income tax payments of $0.9 million and $1.6 million
for the three months ended September 30, 1994 and 1993, respectively.
e) Acquisitions
In connection with acquisitions, the market value of the assets
acquired for the three months ended September 30, 1994 and 1993 was
as follows (in millions):
<TABLE>
<CAPTION>
1994 1993
------- -------
<S> <C> <C>
Cash paid (net of cash acquired) $ - $ 4.6
Liabilities assumed and/or incurred 7.5 2.2
Common stock issued 32.3 15.0
----- -----
Market value of assets acquired $39.8 $21.8
===== =====
</TABLE>
6
<PAGE> 9
f) Financial Instruments
(i) Currency hedging instruments
The Company has a policy of purchasing forward exchange contracts and
options (forward contracts and options) designated to hedge certain
identifiable foreign currency anticipatory intercompany commitments.
At September 30, 1994, the Company owned forward contracts and
options which allowed it to sell currencies for the indicated U.S.
dollar amounts with respect to fiscal 1995 and 1996 intercompany
commitments, as follows (in millions):
<TABLE>
<CAPTION>
1996 1995
---- ----
Currencies Options Forwards Options Forwards
---------- ------- -------- ------- --------
<S> <C> <C> <C> <C>
French Francs $ - $33.6 $ 2.5 $30.8
Deutschmarks - 23.5 1.8 18.9
British Pounds - 18.3 - 19.9
Other - 10.0 - 20.4
----- ----- ----- -----
$ - $85.4 $ 4.3 $90.0
===== ===== ===== =====
</TABLE>
(ii) Interest rate swap agreements
The Company has entered into interest swap agreements with financial
institution counterparties to manage its exposure to interest rate
fluctuations associated with certain transactions and debt. (See
notes 2., 6. and 12. of the Company's 1994 Annual Report on Form 10-K
for additional discussion). At September 30, 1994, the Company was a
party to the following swap agreements (in millions):
FIXED TO FLOATING SWAP AGREEMENTS
<TABLE>
<CAPTION>
Notional Expiration Floating Rate Fixed Rate
Amount Date to be Paid to be Received
---------- ------------ -------------- ------------------
<S> <C> <C> <C>
$50.0 February 1996 6 Month LIBOR 5.45%
50.0 February 1996 6 Month LIBOR 5.40%
35.0 June 1996 6 Month LIBOR 5.01%
</TABLE>
The weighted average interest rate paid and received under all such
Fixed to Floating Swap Agreements at September 30, 1994 was 5.7% and
5.3%, respectively.
FLOATING TO FIXED SWAP AGREEMENTS
<TABLE>
<CAPTION>
Notional Expiration Fixed Rate Floating Rate
Amount Date to be Paid to be Received
---------- ------------ -------------- ------------------
<S> <C> <C> <C>
$6.1 April 1999 4.60% 1 Month LIBOR
5.4 August 1998 4.80% 1 Month LIBOR
3.9 May 1998 4.94% 1 Month LIBOR
2.4 March 1999 4.65% 1 Month LIBOR
6.6 April 2000 6.58% 1 Month LIBOR
</TABLE>
The weighted average interest rate paid and received under all such
Floating to Fixed Swap Agreements at September 30, 1994 was 5.2% and
4.9%, respectively.
g) Reclassifications
Certain amounts in the prior period's consolidated condensed
financial statements have been reclassified to conform to the current
period's condensed presentation.
7
<PAGE> 10
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operation
The Company's consolidated condensed financial statements present a
consolidation of its worldwide operations. This discussion supplements the
detailed information presented in the Consolidated Condensed Financial
Statements and Notes thereto (which should be read in conjunction with the
financial statements and related notes contained in the Company's 1994 Annual
Report on Form 10-K) and is intended to assist the reader in understanding the
financial results and condition of the Company.
Financial Condition
The Company's overall financial condition remained strong as reflected in the
Consolidated Condensed Balance Sheet at September 30, 1994 compared to June 30,
1994. Cash and marketable securities increased $1 million primarily due to net
short-term borrowings ($47 million); offset in part by: (a) net cash used in
operations ($28 million) due primarily to increases in receivables, net
investment in sales-type leases and inventories, and a decrease in accrued
liabilities, and (b) net capital expenditures ($13 million). Total
stockholders' equity at September 30 increased $54 million over the June 30
balance to $782 million while debt increased by $54 million to $273 million,
resulting in a debt-to-total capitalization ratio of .26 to 1 at September 30,
1994, compared to .23 to 1 at June 30, 1994.
Total receivables and net investment in sales-type leases increased to $336
million at September 30, 1994 from $309 million at June 30, 1994 resulting
principally from a higher level of business offset in part by net sales and
assignments of receivables and sales-type leases to third party financing
institutions in the first quarter of fiscal 1995.
The Company has historically had a high level of receivables outstanding
measured as a percentage of revenues. This results in part from the strategy
of using its financial strength as a marketing tool in obtaining new business.
For example, the Company offers flexible, deferred payment arrangements
(substantially all of which mature within one year), or longer term installment
sales financing or leasing arrangements (subject
8
<PAGE> 11
to stated or imputed interest) to facilitate purchases. Additionally, the
Company has experienced an historical pattern of delayed payments by certain of
its major retail customers which has extended its receivables aging profile.
The Company continues to manage its receivables by, among other things, using
third party servicing agents to enhance the efficiency of its billing and
collection practices and expanding the number and use of third party financing
institutions to sell or assign receivables and sales-type leases (leases). The
results have been to reduce the average time required to collect receivables
and to provide the Company with the flexibility to convert its longer term
receivables and leases into cash as needed. The Company received proceeds of
$84 million and $58 million from the sale and assignment of receivables and
leases during the first quarter of fiscal 1995 and 1994, respectively (net of
repurchases).
The Company believes its allowance for doubtful accounts related to receivables
and leases, and its reserve related to receivables and leases sold to financing
institutions which are subject to full or partial repurchase, are adequate
after taking into account, among other things: (a) the aging of its receivables
and leases (including those repurchased or subject to repurchase from financing
institutions); (b) the payment history of its customers; (c) the Company's
security interest position in equipment financed under deferred terms and
installment sales contracts; (d) its ability to re-market such equipment if
needed; (e) the prospects of its collection efforts; and (f) its relationship
with major retail customers. Additionally, with the rapid broadening of the
Company's customer base both geographically and to include hard goods
retailers, commercial and industrial customers, and manufacturers and vendors
providing retailers with source labeled merchandise under the Company's
Universal Product Protection (UPP(sm)) program, the Company's historical
concentration in soft goods retailers, where the more significant aging of
receivables was experienced, is being reduced.
Inventories at September 30, 1994 increased $14 million over June 30, 1994 in
order to meet forecasted production and sales levels. Deferred charges and
other assets increased $20 million primarily as a result of deferred taxes and
other assets related to companies acquired in the first quarter of fiscal 1995.
9
<PAGE> 12
The Company believes it is well positioned to meet anticipated future capital
requirements through the use of funds to be generated by future operating
activities (including the sale and assignment of receivables and leases to
financing institutions), existing cash and marketable securities ($56 million
at September 30, 1994), and funds available from existing worldwide credit
lines ($103 million unused at September 30, 1994).
In February 1994, the Company filed a shelf registration statement with the
Securities and Exchange Commission (SEC) under which the Company is able to
issue up to 4.5 million shares of its Common Stock. These securities are
intended to be used in connection with acquisitions of other businesses or
assets (2.9 million shares remain available). The Company also expects to
register up to an additional 3.8 million shares in connection with the
proposed merger with Knogo Corporation (see Note 13. of Notes to Consolidated
Financial Statements in the Company's 1994 Annual Report on Form 10-K).
Results of Operations
Three Months Ended September 30, 1994 Compared to Three Months Ended September
30, 1993
Revenues for the three months ended September 30, 1994 increased 33% over the
three months ended September 30, 1993. The revenue growth resulted principally
from increased revenues from the Ultra-Max(R) product line primarily for hard
goods retail customers and used in the Company's UPP program for source
labeling; increased revenues from the sale of CCTV products used by retailers;
and increased revenues from the U.S.-based Commercial/Industrial Group which
markets electronic asset protection (EAP), CCTV and access control systems to
non-retail customers.
Revenues from retail customers for the electronic article surveillance (EAS)
product lines increased 14% to $111 million in the first quarter of fiscal 1995
compared to $97 million in the comparable period of fiscal 1994. This increase
resulted principally from growth of almost 50% in revenues from the Ultra-Max
product line revenues; offset in part by a 17% decline in revenues (compared to
last year) from soft goods retailers for the traditional microwave product
line. Revenues from the CCTV product lines for retailers exceeded $27 million
for the three months ended September 30, 1994 compared to $12 million for last
year's comparable period. Revenues from the Commercial/Industrial Group
increased 151% to $31 million (including
10
<PAGE> 13
installation revenues) in the first quarter of fiscal 1995 due primarily to
increased sales of CCTV and access control products to non-retail customers and
the inclusion in the first quarter of fiscal 1995 of the operating results of
certain acquisitions made throughout fiscal 1994 and in the first quarter of
fiscal 1995 (aggregating $12 million).
Operating income for the three months ended September 30, 1994 increased 28%
over last year's comparable period primarily due to the higher level of
business; offset in part by reduced gross margins. The gross margin for the
first quarter of fiscal 1995 was 54%, lower than the 55% gross margin for last
year's comparable period, but equal to the gross margin achieved during the
full 1994 fiscal year.
Total selling, customer service and administrative, and research, development
and engineering expenses, as a percentage of total revenues, were 42% for the
first quarter of fiscal 1995 and fiscal 1994, but were slightly higher than for
the full 1994 fiscal year (41%) as a result of relatively higher selling
expenses. The aggregate amount of these expenses increased by 35% in the
current year's first quarter over last year's comparable period primarily as a
result of the higher level of business in fiscal 1995.
Total other non-operating expenses in the first quarter of fiscal 1995
decreased $1 million compared to the comparable period of fiscal 1994,
principally due to a decrease in interest expense resulting from the conversion
of 7% convertible subordinated debentures in May 1994, and an increase in
interest income due primarily to higher interest rates and an increase in the
amount of longer term receivables and sales-type leases (which earn interest
income) outstanding throughout the first quarter of fiscal 1995 compared to the
first quarter of fiscal 1994; partially offset by higher interest rates on
higher levels of short-term borrowings throughout the first quarter of fiscal
1995.
The Company utilizes interest rate swap agreements and currency forward
contracts and options (derivatives) to hedge certain of its currency and
interest rate risks. The Company does not enter into speculative derivative
transactions. The derivative instruments it does purchase are not held as
investments, and it is the Company's intent to hold such instruments for their
respective terms. Therefore, changes in their fair values will have no effect
on the Company's operations, cash flows or financial position (see Notes c
and f of Notes to Consolidated
11
<PAGE> 14
Condensed Financial Statements; additionally see Management's Discussion and
Analysis of Financial Condition and Results of Operations and Notes 1., 2., 6.
and 12. of Notes to Consolidated Financial Statements in the Company's fiscal
1994 Annual Report on Form 10-K for further discussion of the Company's
currency and interest rate risks and use of derivatives).
The provision for income taxes for the first quarter of fiscal 1995 is based on
an estimated effective annual consolidated tax rate of 25% (the same tax rate
reported on the Company's income for the full 1994 fiscal year). U.S. and
Puerto Rico tax law changes and the proposed acquisition of Knogo Corporation's
business interests outside of the U.S. and Canada are expected to exert upward
pressure on the Company's effective tax rate. The potential effect of these
items is currently being examined by the Company in order to develop strategies
to minimize this effect.
Consolidated net income for the first quarter of fiscal 1995 increased $5.3
million when compared to the prior year's comparable period due primarily to
the factors discussed above.
12
<PAGE> 15
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
a) Exhibits
11) Computation of Earnings Per Common Share.
27) Financial Data Schedule (for the SEC use only).
b) Reports on Form 8-K:
On August 24, 1994, the Company filed a Current Report on
Form 8-K, as amended September 20, 1994, with respect to the
entering of an agreement providing for the merger of Knogo
Corporation's (Knogo) business interests outside of the U.S.
and Canada into the Company in exchange for the Company's
Common Stock valued at approximately $100 million. The
agreement is subject to certain conditions, including
approval of Knogo's shareholders and expiration of
regulatory waiting periods. The agreement also has
provisions for break-up fees, under certain conditions,
payable to either party should the transaction fail to close.
13
<PAGE> 16
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 hereunto duly authorized.
SENSORMATIC ELECTRONICS CORPORATION
By /s/ Michael E. Pardue
------------------------------------
Michael E. Pardue
Executive Vice President,
Chief Operating Officer,
Chief Financial Officer and Director
/s/ Lawrence J. Simmons
------------------------------------
Lawrence J. Simmons
Vice President of Finance and
Chief Accounting Officer
Date: November 8, 1994
14
<PAGE> 1
EXHIBIT 11
SENSORMATIC ELECTRONICS CORPORATION
COMPUTATION OF EARNINGS PER COMMON SHARE
(IN THOUSANDS)
<TABLE>
<CAPTION>
Three months ended
September 30,
1994 1993
------ ------
<S> <C> <C>
Income:
Net income for primary
computation $20,091 $14,806
Add interest expense (net
of tax) on 7% convertible
subordinated debentures - 1,291
------- -------
Adjusted net income for fully
diluted computation $20,091 $16,097
======= =======
Common shares (1):
Weighted average shares
outstanding during the period 68,520 58,289
Potential dilutive exercise of
stock options and warrants (2) 1,348 1,983
------- -------
Shares included in computation
of primary earnings per share 69,868 60,272
Shares issuable on conversion
of 7% convertible subordinated
debentures - 7,287
Maximum dilution of stock
options and warrants (3) 158 30
------- -------
Shares included in computation of
fully diluted earnings per
share 70,026 67,589
======= =======
</TABLE>
(1) Share amounts for the three months ended September 30, 1993 reflect
the three-for-two stock split declared in November 1993.
(2) Computed under the treasury stock method based on the average stock
price during the periods.
(3) Computed under the treasury stock method based on stock price at
end of periods if higher than the average price during the periods.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORM 10-Q
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> JUN-30-1995
<PERIOD-END> SEP-30-1994
<CASH> 22,906
<SECURITIES> 32,921
<RECEIVABLES> 354,756
<ALLOWANCES> 19,102
<INVENTORY> 177,986
<CURRENT-ASSETS> 0
<PP&E> 175,282
<DEPRECIATION> 57,837
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0
0
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<INCOME-TAX> 6,700
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</TABLE>
