<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
X Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange
- ---
Act of 1934 for the quarterly period ended September 30, 1996
-------------------------------
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 0-21776
HEALTHDYNE TECHNOLOGIES, INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
GEORGIA 52-1756497
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1255 KENNESTONE CIRCLE, MARIETTA GEORGIA 30066
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(770) 499-1212
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
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
------ ------
As of November 1, 1996, 12,625,039 shares of the Company's Common Stock, $.01
par value, were outstanding.
<PAGE>
PART I - FINANCIAL INFORMATION
HEALTHDYNE TECHNOLOGIES, INC. AND SUBSIDIARIES
Consolidated Condensed Balance Sheets
(Amounts in thousands)
(Unaudited)
<TABLE>
<CAPTION>
ASSETS September 30, December 31,
- ------
1996 1995
-------------- -------------
<S> <C> <C>
Current assets:
Cash and short-term investments $ 3,193 287
Trade accounts and notes receivable, less
allowances of $844 at September 30, 1996 and
$1,161 at December 31, 1995 31,527 32,401
Inventories:
Finished goods 6,702 8,539
Work in process 4,844 3,750
Raw materials 7,191 7,645
-------- ------
Total inventories 18,737 19,934
-------- ------
Deferred income taxes 1,068 1,744
Prepaid expenses and other current assets 2,845 2,000
-------- ------
Total current assets 57,370 56,366
-------- ------
Property and equipment 18,963 15,833
Less accumulated depreciation and
amortization (10,673) (8,729)
-------- ------
Net property and equipment 8,290 7,104
-------- ------
Excess of cost over net assets of businesses acquired,
less accumulated amortization of $1,627 at
September 30, 1996 and $1,138 at December 31, 1995 20,483 17,146
Intangible assets, less accumulated
amortization of $2,932 at September 30, 1996
and $2,744 at December 31, 1995 4,579 2,053
Other assets 830 207
-------- ------
$ 91,552 82,876
======== ======
</TABLE>
See accompanying notes to consolidated condensed financial statements.
2
<PAGE>
HEALTHDYNE TECHNOLOGIES, INC. AND SUBSIDIARIES
Consolidated Condensed Balance Sheets
(Amounts in thousands, except per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
LIABILITIES AND SHAREHOLDERS' EQUITY September 30, December 31,
- ------------------------------------
1996 1995
------------- ------------
<S> <C> <C>
Current liabilities:
Current installments of long-term debt $ 3,958 2,982
Accounts payable, principally trade 8,998 9,285
Accrued liabilities 6,454 7,458
------- ------
Total current liabilities 19,410 19,725
Long-term debt, excluding current installments 29,578 26,250
------- ------
Total liabilities 48,988 45,975
------- ------
Shareholders' equity:
Preferred stock, without par value. Authorized 10,000
shares; issued none - -
Common stock, $.01 par value. Authorized 50,000 shares;
issued and outstanding 12,625 and 12,455 shares at
September 30, 1996 and December 31, 1995, respectively 126 125
Additional paid-in capital 22,416 21,112
Retained earnings 20,022 15,664
------- ------
Total shareholders' equity 42,564 36,901
------- ------
$91,552 82,876
======= ======
</TABLE>
See accompanying notes to consolidated condensed financial statements.
3
<PAGE>
HEALTHDYNE TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS
(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
-------------------- -------------------
1996 1995 1996 1995
---------- -------- --------- --------
<S> <C> <C> <C> <C>
Revenues $29,197 25,671 85,266 81,529
Cost of revenues 17,175 15,234 50,337 49,741
------- ------ ------ ------
Gross profit 12,022 10,437 34,929 31,788
Selling and administrative expenses 7,743 6,665 21,736 19,629
Research and development expenses 1,590 1,200 4,362 3,438
------- ------ ------ ------
Operating earnings 2,689 2,572 8,831 8,721
Interest income 72 75 238 239
Interest expense (634) (548) (1,783) (1,500)
Other expense, net (10) (3) (34) (10)
------- ------ ------ ------
Earnings before income taxes 2,117 2,096 7,252 7,450
Income tax expense 856 826 2,894 2,943
------- ------ ------ ------
Net earnings $ 1,261 1,270 4,358 4,507
======= ====== ====== ======
Net earnings per common share and
common share equivalent $.10 .10 .34 .36
======= ====== ====== ======
Weighted average number of common shares
and common share equivalents outstanding 12,830 12,950 12,963 12,633
======= ====== ====== ======
</TABLE>
See accompanying notes to consolidated condensed financial statements.
4
<PAGE>
HEALTHDYNE TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(AMOUNTS IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
-----------------
1996 1995
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 4,358 4,507
Adjustments to reconcile net earnings to net
cash provided by (used in) operating activities:
Depreciation and amortization 2,621 2,291
Deferred income taxes 676 (344)
(Increase) decrease in:
Trade accounts and notes receivable 1,352 (3,348)
Inventories 1,360 (4,807)
Other assets (1,463) (1,288)
Increase (decrease) in:
Accounts payable (661) (953)
Accrued liabilities (1,417) 958
------- ------
Net cash provided by (used in)
operating activities 6,826 (2,984)
------- ------
Cash flows from investing activities:
Purchase of product rights (2,714) (221)
Purchases of property and
equipment (3,130) (2,038)
Acquisition of business,
net of cash acquired (1,209) --
------- ------
Net cash used in
investing activities $(7,053) (2,259)
------- ------
</TABLE>
(continued)
5
<PAGE>
HEALTHDYNE TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(AMOUNTS IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
-------------------
1996 1995
--------- --------
<S> <C> <C>
Cash flows from financing activities:
Net borrowings under revolving
credit agreement $ 3,500 5,500
Principal repayments of long-term debt (2,344) (1,255)
Proceeds from issuance of long-term debt 672 222
Net borrowings from Healthdyne
and affiliates - 985
Proceeds from issuance of common stock 1,305 381
------- ------
Net cash provided by
financing activities 3,133 5,833
------- ------
Net increase in cash and short-term
investments 2,906 590
Cash and short-term investments at
beginning of period 287 620
------- ------
Cash and short-term investments at
end of period $ 3,193 1,210
======= ======
</TABLE>
See accompanying notes to consolidated condensed financial statements.
6
<PAGE>
HEALTHDYNE TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED
FINANCIAL STATEMENTS
(AMOUNTS IN THOUSANDS)
(UNAUDITED)
1. General
-------
The consolidated condensed financial statements as of September 30, 1996
and for the three and nine months ended September 30, 1996 and 1995 are
unaudited. In the opinion of management, all adjustments, consisting of
normal recurring accruals, necessary for the fair presentation of the
consolidated financial position and results of operations and cash flows
for the periods presented have been included. Results for interim periods
are not necessarily indicative of results that may be expected for the full
fiscal year.
These consolidated condensed financial statements should be read in
conjunction with the consolidated financial statements and related notes
included in the Annual Report on Form 10-K of Healthdyne Technologies, Inc.
(the "Company") for the year ended December 31, 1995.
2. Earnings Per Share of Common Stock
----------------------------------
Primary earnings per common share and common share equivalent are based on
the weighted average number of shares outstanding and common share
equivalents derived from dilutive stock options. Fully diluted earnings
per share are not significantly different from primary earnings per share.
3. License Agreement
-----------------
In April, 1996 the Company entered into a license agreement under which the
rights to certain proprietary ventilator technologies were acquired. The
license fees are payable over time, up to a maximum of approximately
$4,900.
4. Business Acquisition
--------------------
In June, 1996 the Company acquired Fiberoptic Medical Products, Inc., a
Pennsylvania-based medical device company. Consideration consisted of
cash, notes and deferred payments totaling $3,500.
5. Credit Agreement
----------------
In June, 1996, the Company entered into an amendment to its Secured
Revolving Credit Agreement (the "Credit Agreement") which increased the
total commitment from $35,000 to $50,000. Borrowings under the Credit
Agreement are limited to a borrowing base established by a formula. Based
on this formula, borrowings were limited to approximately $35,000 as of
September 30, 1996. Balances under the Credit Agreement will be due in two
installments, with $15,000 due in January, 1998 and any remainder due in
June, 1999.
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (AMOUNTS IN THOUSANDS)
General
- -------
Except for the historical information contained herein, the following
discussion contains forward-looking statements that involve a number of risks
and uncertainties. Factors which could cause the Company's actual results in
future periods to differ materially include, but are not limited to, those
discussed below, as well as those discussed or identified from time to time in
the Company's filings with the Securities and Exchange Commission, including,
but not limited to, the Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1995.
The Company's revenues are derived from sales of technologically advanced
medical devices primarily for use in the home and alternate care sites. These
products include diagnostic and therapeutic devices for the evaluation and
treatment of sleep disorders, oxygen concentrators, noninvasive ventilators,
medication nebulizers, peak flow meters and drug delivery systems for the
treatment of respiratory disorders, and monitors for infants at risk for Sudden
Infant Death Syndrome ("SIDS"), as well as a limited line of obstetrical care
products. The Company markets its products, both domestically and
internationally, through a dedicated sales force and a network of independent
manufacturers' representatives and distributors.
The Company's present operations and future prospects may be influenced by
several factors, including but not limited to, development and introduction of
new products on a timely basis, developments in the healthcare industry, third
party reimbursement policies and practices, and changes in regulatory
requirements with respect to approval and sale of medical devices. As a result
of the increasing cost of healthcare in the United States, government and third
party payors are becoming increasingly focused on promoting cost-effective
health care services, and payors in particular have become more involved in
decisions regarding diagnosis and treatment to ensure that care is delivered in
a cost-effective manner. As a result of this focus on cost-effective healthcare
delivery, the Company believes that home-based services and medical products
will continue to provide a viable cost-effective alternative to treatment in
traditional institutional care settings in many instances. There is no
assurance, however, that the increased focus on healthcare expenditures will not
decrease the availability of certain equipment, therapies or services offered by
the Company.
The Company's success is dependent to a large extent upon the ability of
its customers to obtain adequate reimbursement from third-party payors, such as
government and private insurance programs, for procedures using the Company's
products. For example, Congress passed legislation in December 1995 (which was
vetoed by the President) which would have imposed a plan for balancing the
federal budget over a seven year period. The plan included major reductions in
Medicare and Medicaid expenditures and would have reduced Medicare payment rates
for oxygen by 20% beginning in 1996, gradually rising to 30% by 2002. President
Clinton's budget plan contained similar provisions, as well as competitive
bidding for selected items of equipment, including oxygen. While Congress has
not enacted comprehensive Medicare and Medicaid payment reductions, similar
proposals will likely be included as part of future budget legislation.
Similarly, the Health Care Financing Administration ("HCFA") has announced a
plan to adjust Medicare payment amounts for oxygen and oxygen equipment on the
grounds that such amounts are not "inherently reasonable." Before making any
such adjustments, HCFA will need to consider specific economic factors and
provide notice and an opportunity for public comment. While this plan could be
superseded by Congressional action, HCFA reportedly is still considering issuing
a proposed rule with potential reductions in oxygen payments in the ranges
contained in the balanced budget proposals or possibly higher. Reductions in
the reimbursement rates that the Company's customers receive for services
rendered could have an adverse impact on the Company. The Company, however, is
hopeful that the overall cost-effective nature of diagnosis and treatment in the
home will be recognized by any new initiatives.
8
<PAGE>
The Company's business also may be affected by changes in government
regulation to which the Company's products are subject or changes in the manner
in which such regulations are enforced or medical devices are approved. The
Food and Drug Administration ("FDA") published for comment proposed performance
standards for monitors for infants at risk for SIDS. The Company is unable to
predict whether, or in what form, these performance standards ultimately will be
adopted, but anticipates that it should be able to design and manufacture
products that will comply with any such standards.
A number of businesses within the healthcare industry, including in some
instances customers of the Company, recently have begun to consolidate in order,
among other things, to increase the size, efficiency and purchasing power of the
entities in question, to broaden the number and nature of products and services
offered to consumers or simply to better serve the changing healthcare industry
with its focus upon cost-effective medical care. The Company's two largest home
care dealer customers, both of which were publicly held and had branch locations
throughout the U.S., merged in August 1995. The Company expects that
consolidation among home care dealers is likely to continue; however, the
Company cannot predict the effect of such mergers and consolidations on its
business or distribution channels.
In an effort to broaden its product offerings, the Company acquired
HealthScan Products, Inc. during 1994 and Fiberoptic Medical Products, Inc. in
the second quarter of this year. The Company will continue to examine possible
candidates for acquisitions in the future should the opportunity arise. No
assurances, however, can be given that any such acquisitions will be consummated
by the Company or, if consummated, that they will be financially or
operationally successful.
The Company has announced the planned introduction of several new products
beginning in the fourth quarter of 1996 and continuing through 1997 and 1998.
These introductions include three new products for its HealthScan subsidiary in
the fourth quarter of 1996 through the first quarter of 1997, two new sleep
products within the second and third quarters of 1997, the first product in the
Company's new line of ventilators in the second half of 1997, a new product for
noninvasive bilirubin measurement also in the second half of 1997, and
international sales of its fetal oximetry product in 1997 with domestic sales
commencing following FDA approval. Timely introduction of products is dependent
on several factors, including but not limited to, timely completion of design
and engineering work, successfully tested prototypes, clinical device testing,
clearance or approval where necessary by the FDA, and availability of materials
and components from suppliers. There can be no assurances that each of these
products will be introduced, that products will be introduced in accordance with
planned schedules or that, once introduced, products will be commercially
successful.
The Company enters into license agreements from time to time in connection
with the introduction of new products or enhancements of existing products.
These agreements generally do not require the expenditure of material sums;
however, if the commercial introduction of the licensed product is successful,
the licensed product may be important to future Company revenue and profits. No
assurances may be given that any such license agreements will result in the
commercial introduction of a viable product or that the product, once
introduced, will be financially or operationally successful.
On May 22, 1995, Healthdyne, Inc. ("Healthdyne") consummated a transaction
pursuant to which the 10,000 shares of the Company's Common Stock owned at that
time by Healthdyne were distributed to Healthdyne's shareholders as a tax-free
dividend (the "Spin-off"). In an effort to facilitate the Spin-off, the Board
of Directors of the Company adopted a special stock option plan pursuant to
which options to purchase 1,344 shares of the Company's common stock were
granted to holders, including employees of the Company, of outstanding
Healthdyne stock options. The Company believes the Spin-off has been and will
continue to be beneficial to the Company in that, among other things, it has
increased the number of shares of common stock of the Company available for
trading and is expected to permit the Company to raise capital more economically
and with less restrictions than if it were a subsidiary of Healthdyne.
9
<PAGE>
The Company commenced a re-alignment of its sales force in the second
quarter of 1996 in order to better address the home and hospital markets through
a combination of the Company's two primary sales forces, with sales
representatives located in geographic areas designed to enhance efficient sales
activity and growth. The Company also added to its management team in an effort
to better manage the Company's operations. During the second quarter, the
Company added a Vice President of Research and Development, a Vice President of
Manufacturing and a Vice President of North American Sales.
Although the Company derives a portion of its revenues from foreign
customers, substantially all of these sales have historically been invoiced in
U.S. Dollars and therefore the Company has not been exposed to any significant
foreign exchange rate risk. The Company does not expect that a significant
portion of its foreign sales in the future will be invoiced in currencies other
than U.S. Dollars and therefore does not anticipate that it will be exposed to a
material amount of exchange rate risk. However, no assurance can be given that
this will be the case.
The following discussion of the Company's financial condition and results
of operations should be read in conjunction with the financial information
included herein and the Company's consolidated financial statements and related
notes presented in the Company's Annual Report on Form 10-K for the year ended
December 31, 1995 as filed with the Securities and Exchange Commission.
Operating Results
- -----------------
The following table sets forth the percentage of revenues represented by
line items in the Consolidated Condensed Statements of Earnings for the three
and nine months ended September 30, 1996 and 1995:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
-------------------- -------------------
1996 1995 1996 1995
--------- --------- --------- --------
<S> <C> <C> <C> <C>
Revenues 100% 100% 100% 100%
Cost of revenues 59 59 59 61
---- ---- ---- ----
Gross profit 41 41 41 39
Selling and administrative expenses 27 26 26 24
Research and development expenses 5 5 5 4
---- ---- ---- ----
Operating earnings 9 10 10 11
Interest expense, net (2) (2) (2) (2)
---- ---- ---- ----
Earnings before income taxes 7 8 8 9
Income tax expense 3 3 3 3
---- ---- ---- ----
Net earnings 4% 5% 5% 6%
==== ==== ==== ====
</TABLE>
Revenues for the three and nine months ended September 30, 1996 grew to
$29,197 and $85,266, respectively, from $25,671 and $81,529 in the equivalent
periods in 1995. These increases in revenues were primarily the result of
growth in the Company's sleep disorders product line and the introduction of
QuantumTM, the Company's noninvasive ventilator, in late 1995. Revenues from
the respiratory therapy product line increased 14% in the third quarter of 1996
and remained approximately equal in the first nine months of 1996, as compared
to the similar periods in 1995. These results were primarily due to lower unit
sales of oxygen concentrators and asthma management products, partially offset
by sales of QuantumTM. The decrease in oxygen concentrator volume was due to a
significant reduction in sales to the Company's largest domestic customer
combined with a slowdown in purchases by many smaller customers. The Company
believes that these reductions in purchases have resulted in part from changes
in purchasing habits and concerns over potential changes in government
reimbursement for oxygen. The decrease in volume in the asthma management
product line was primarily due to customer delays in the shipment of certain
10
<PAGE>
products. Revenues from the sleep disorders product line increased 6% in the
third quarter of 1996 and 14% in the first nine months of 1996 over the
comparable periods in 1995 primarily due to the continued growth of the
Tranquility(R) CPAP System. Excluding the effect of the acquisition of
Fiberoptic Medical Products in June, 1996, revenues from the infant monitor
product line increased 9% and 6%, respectively, in the three and nine months
ended September 30, 1996 over the year-earlier periods primarily due to the
achievement of greater market share.
The Company's gross profit margins increased .5% and 2 %, respectively, to
41% during the three and nine months ended September 30, 1996 as compared to the
three and nine months ended September 30, 1995. These increases were primarily
due to the results of the Company's cost reduction program begun during the
first quarter of 1995 and to the shift in product sales mix towards higher
margin products, such as sleep disorders products.
Selling and administrative expenses increased as a percentage of revenues
in the three and nine months ended September 30, 1996 as compared to the similar
periods of 1995 due primarily to lower than expected revenue combined with the
expansion of the sales staff and expenses to support the Company's entry into
the noninvasive ventilation market.
Research and development expenses as a percentage of revenues increased
slightly in the three and nine months ended September 30, 1996 from the year-
earlier periods primarily due to the addition of engineering staff and
engineering project costs related principally to the development and
introduction of new products.
The increase in interest expense for the three and nine months ended
September 30, 1996 as compared to the same periods in 1995 was primarily due to
higher average balances outstanding under the Company's bank credit agreement.
The effective income tax rate remained relatively constant in the three and
nine months ended September 30, 1996 as compared to the similar periods in 1995.
Until May 22, 1995, the Company's provision for income taxes was determined
based upon a tax sharing arrangement with Healthdyne due to the inclusion of the
Company's operating results in Healthdyne's consolidated tax return. Under the
arrangement, the Company's provision for income taxes was determined as if the
Company had filed separate federal and state corporate income tax returns. Such
provision may not reflect the Company's actual tax rate had it not been
consolidated with Healthdyne for tax purposes.
The Company had deferred tax assets of $1,068 at September 30, 1996, which
resulted from allowances for uncollectible accounts and accruals and reserves
recorded for financial statement purposes but not yet deducted for income tax
purposes. Management believes such deferred tax assets will be recoverable
through reduced income taxes payable in future periods.
Liquidity and Capital Resources
- -------------------------------
The Company had working capital of approximately $38,000 as of September
30, 1996 and the current ratio was 3.0 to 1.0.
Cash flow provided by operations was $6,826 in the nine months ended
September 30, 1996, compared to cash flow used in operations of $2,984 in the
nine months ended September 30, 1995. This improvement is principally a result
of the decrease in the Company's trade accounts and notes receivable and
inventories. Cash used in investing activities increased to $7,053 in the nine
months ended September 30, 1996 as compared to $2,259 in the same period in
1995. This increase was due primarily to the acquisition of Fiberoptic Medical
Products, Inc. in June 1996 and an increase in product right payments made
pursuant to license agreements.
The Company entered into an amendment to its Secured Revolving Credit
Agreement (the "Credit Agreement") during the second quarter of 1996 which
increased the total commitment from $35,000 to $50,000. This facility may be
used for general corporate purposes, with borrowings limited to a borrowing base
established by a formula. Based on this formula, borrowings under the Credit
11
<PAGE>
Agreement were limited to approximately $35,000 as of September 30, 1996.
Balances outstanding under the Credit Agreement will be due in two installments,
with $15,000 due in January, 1998 and any remainder due in June, 1999. This
facility is secured by all accounts receivable, inventory, deposit accounts and
all intangible assets of the Company and contains various covenants, including
but not limited to, net worth and financial ratio requirements. The Company had
outstanding borrowings of $29,000 under its line of credit at interest rates
ranging from 6.94% to 8.50% as of September 30, 1996.
The Company believes that its existing cash balances, together with
internally generated funds and remaining amounts available under its Credit
Agreement, will be sufficient to meet the Company's operating capital
requirements as well as commitments under license agreements for at least the
next twelve months. Additional indebtedness and/or equity, in all likelihood,
would be needed to finance possible acquisitions should the Company decide to
pursue such transactions in the future.
As of September 30, 1996, the Company had outstanding commitments for
capital expenditures of approximately $1,500 relating primarily to manufacturing
tooling.
Recent Accounting Pronouncements
- --------------------------------
In 1995, the Financial Accounting Standards Board ("FASB") issued Statement
of Financial Accounting Standards No. 121 ("SFAS 121"), "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of" and
Statement of Financial Accounting Standards No. 123 ("SFAS 123"), "Accounting
for Stock-Based Compensation". Had SFAS 121 or SFAS 123 been implemented as of
September 30, 1996 by the Company there would have been no material effect to
the consolidated financial statements.
12
<PAGE>
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
(a) Exhibits
The following exhibits are filed as part of this Report:
11 Computation of Earnings Per Common Share
27 Financial Data Schedule
(b) No reports on Form 8-K were filed by the Company during the quarter
ended September 30, 1996.
13
<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.
HEALTHDYNE TECHNOLOGIES, INC.
November 14, 1996 By: /s/ M. Wayne Boylston
---------------------------------
M. Wayne Boylston
Vice President - Finance,
Chief Financial Officer and Treasurer
(duly authorized and
principal financial officer)
14
<PAGE>
EXHIBIT INDEX
Exhibit Number Description Numbered Page
-------------- ----------- -------------
11 Computation of Earnings Per Common Share
27 Financial Data Schedule
15
<PAGE>
Exhibit 11
HEALTHDYNE TECHNOLOGIES, INC. AND SUBSIDIARIES
COMPUTATION OF EARNINGS PER COMMON SHARE
(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
------------------------ -----------------
1996 1995 1996 1995
--------- --------- -------- -------
<S> <C> <C> <C> <C>
Primary
- -------
Net earnings $ 1,261 1,270 4,358 4,507
======= ====== ====== ======
Shares:
Weighted average number of
common shares outstanding 12,624 12,368 12,559 12,354
Shares issuable from assumed
exercise of options and warrants 206 582 404 279
------- ------ ------ ------
Weighted average number of
common shares and common
share equivalents 12,830 12,950 12,963 12,633
======= ====== ====== ======
Net earnings per common share
and common share equivalent $ .10 .10 .34 .36
======= ====== ====== ======
Fully Diluted
- -------------
Net earnings $ 1,261 1,270 4,358 4,507
======= ====== ====== ======
Shares:
Weighted average number of
common shares outstanding as
adjusted per primary
computation above 12,830 12,950 12,963 12,633
Additional shares issuable from
assumed exercise of options and
warrants computed on a fully
diluted basis -- 65 36 22
------- ------ ------ ------
12,830 13,015 12,999 12,655
======= ====== ====== ======
Net earnings per common share
and common share equivalent $ .10 .10 .34 .36
======= ====== ====== ======
</TABLE>
16
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED FINANCIAL STATEMENTS OF HEALTHDYNE TECHNOLOGIES, INC. AND
SUBSIDIARIES FOR THE PERIOD ENDED SEPTEMBER 30, 1996 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> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 3,193
<SECURITIES> 0
<RECEIVABLES> 32,371
<ALLOWANCES> 844
<INVENTORY> 18,737
<CURRENT-ASSETS> 57,370
<PP&E> 18,963
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0
0
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<EPS-PRIMARY> .10
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</TABLE>
