<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
--------------------------------
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended December 31, 1997 Commission File Number 0-26858
MIZAR, INC.
(Exact name of registrant as specified in its charter)
Delaware 41-1425902
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
2410 Luna Road 75006
Carrollton, Texas (Zip Code)
(Address of principal executive offices)
(972) 277-4600
(Registrant's telephone number)
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.
Outstanding at
Class February 3, 1998
----- ----------------
Common Stock, par value $0.01 per share 5,135,976
<PAGE>
MIZAR, INC.
Form 10-Q
For the Quarter Ended December 31, 1997
INDEX
<TABLE>
<CAPTION>
Page No.
--------
PART I. FINANCIAL INFORMATION
<S> <C> <C>
Item 1. Financial Statements
Balance Sheets
December 31, 1997 and June 30, 1997 3
Statements of Operations
for the three months and the six months ended
December 31, 1997 and 1996 4
Statements of Cash Flows
for the six months ended December 31, 1997 and 1996 5
Notes to Interim Financial Statements 6-8
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 9-10
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 11
SIGNATURE 12
</TABLE>
2
<PAGE>
MIZAR, INC.
BALANCE SHEETS
(in thousands, except number of shares)
<TABLE>
<CAPTION>
December 31, June 30,
1997 1997
------------ --------
(unaudited)
<S> <C> <C>
ASSETS
------
Current assets:
Cash and cash equivalents $ 3,664 $ 2,266
Marketable securities, at fair value 6,540 8,598
Accounts receivable, net of allowances of $121 and $123, respectively 1,422 1,816
Inventories, net 2,669 1,840
Prepaid expenses and other 315 92
Deferred tax asset 1,103 1,110
---------- ----------
Total current assets 15,713 15,722
---------- ----------
Plant and equipment:
Machinery and equipment 2,021 1,910
Furniture and fixtures 325 321
---------- ----------
2,346 2,231
Less accumulated depreciation (1,557) (1,303)
---------- ----------
Plant and equipment, net 789 928
---------- ----------
Other assets 36 46
---------- ----------
Total assets $ 16,538 $ 16,696
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current liabilities:
Accounts payable $ 826 $ 915
Accrued compensation 389 421
Other current liabilities 742 696
Current maturities of capital lease obligations - 2
---------- ----------
Total current liabilities 1,957 2,034
---------- ----------
Total liabilities 1,957 2,034
---------- ----------
Shareholders' equity:
Preferred stock, $.01 par value; 1,000,000 shares authorized; no shares issued
and outstanding at December 31 and June 30, 1977, respectively - -
Common stock, $.01 par value; 25,000,000 shares authorized; 5,658,464 and 5,472,810
shares issued at December 31 and June 30, 1997, respectively, and 5,135,976
and 4,805,922 shares outstanding at December 31 and June 30, 1997, respectively 57 55
Additional paid-in capital 14,074 13,934
Net unrealized loss on marketable securities (3) (16)
Retained earnings 1,044 1,789
---------- ----------
15,172 15,762
---------- ----------
Less--treasury stock, at cost (591) (1,100)
---------- ----------
Total stockholders' equity 14,581 14,662
---------- ----------
Total liabilities and stockholders' equity $ 16,538 $ 16,696
========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
3
<PAGE>
MIZAR, INC.
STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
December 31, December 31,
1997 1996 1997 1996
- ---------- ---------- ---------- ----------
<C> <C> <S> <C> <C>
$ 2,528 $ 3,389 Net sales $ 5,731 $ 6,414
1,378 1,764 Cost of sales 2,933 3,144
- ---------- ---------- ---------- ----------
1,150 1,625 Gross margin 2,798 3,270
Operating expenses:
620 659 Product development and engineering 1,191 1,133
513 448 Sales and marketing 1,033 912
359 283 General and administrative 712 634
- ---------- ---------- ---------- ----------
1,492 1,390 Total operating expenses 2,936 2,679
- ---------- ---------- ---------- ----------
(342) 235 Operating income (loss) (138) 591
- ---------- ---------- ---------- ----------
Other income:
134 149 Interest income 280 284
- ---------- ---------- ---------- ----------
134 149 Total other income 280 284
- ---------- ---------- ---------- ----------
(208) 384 Income (loss) before provision (benefit) for income taxes 142 875
- ---------- ---------- ---------- ----------
(10) 40 Provision (benefit) for income taxes 25 92
$ (198) $ 344 Net income (loss) $ 117 $ 783
========== ========== ========== ==========
$ (0.04) $ 0.07 Basic net income (loss) per share $ 0.02 $ 0.16
========== ========== ========== ==========
$ (0.04) $ 0.06 Diluted net income (loss) per share $ 0.02 $ 0.14
========== ========== ========== ==========
Weighted average common shares outstanding:
5,136 4,966 Basic 5,078 4,966
========== ========== ========== ==========
5,136 5,588 Diluted 5,398 5,575
========== ========== ========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE>
MIZAR, INC.
STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
<TABLE>
<CAPTION>
Six Months Ended
December 31,
1997 1996
---------- ----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 117 $ 783
Adjustments to reconcile net income to net cash
provided by operating activities -
Depreciation 257 186
Prepaid rent 11 (8)
Changes in assets and liabilities -
Accounts receivable, net 394 (814)
Inventories, net (829) (159)
Prepaid expenses (223) 4
Other assets (1) 13
Accounts payable (89) 259
Accrued liabilities 14 (65)
---------- ----------
Net cash provided (used) by operating activities (349) 199
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of machinery, equipment, furniture and fixtures (118) (498)
Purchases of marketable securities - ( 2,992)
Proceeds from maturities of marketable securities 2 ,078 2,006
Proceeds from sales of marketable securities before maturity - 1,360
---------- ----------
Net cash provided (used) by investing activities 1 ,960 (124)
---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Exercise of stock options 362 276
Purchase of treasury stock (573) (3)
Net payments on capital lease obligations (2) (8)
---------- ----------
Net cash provided (used) by financing activities (213) 265
---------- ----------
NET INCREASE IN CASH AND CASH EQUIVALENTS 1 ,398 340
CASH AND CASH EQUIVALENTS, beginning of period 2 ,266 1,550
---------- ----------
CASH AND CASH EQUIVALENTS, end of period $ 3,664 $ 1,890
========== ==========
SUPPLEMENTAL CASH FLOW DISCLOSURES:
Cash paid for income taxes $ 16 $ 16
Cash paid for interest - 1
</TABLE>
The accompanying notes are an integral part of these financial statements.
5
<PAGE>
MIZAR, INC.
Notes to Interim Financial Statements
1. Basis of Presentation
While the accompanying interim financial statements are unaudited, they have
been prepared by the Company pursuant to the rules and regulations of the
Securities and Exchange Commission. In the opinion of the Company, all material
adjustments and disclosures necessary to fairly present the results of such
periods have been made. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to the rules and
regulations of the Securities and Exchange Commission. These financial
statements should be read in conjunction with the financial statements and notes
thereto for the year ended June 30, 1997, as included on the Form 10-K,
previously filed. The interim results of operations for the period ended
December 31, 1997, are not necessarily indicative of results to be expected for
the year ending June 30, 1998.
2. Marketable Securities
The Company has determined that all of its marketable securities should be
classified as available for sale and reflected in the accompanying balance sheet
at their respective market values. The Company's results of operations include
earnings from such securities as calculated on a yield-to-maturity basis.
Unrealized gains and losses from the changes in fair value are excluded from
income and are reported as an adjustment to stockholders' equity, net of the
deferred tax effect. The Company's marketable securities consist of direct and
implied obligations of the U. S. Government, certificates of deposit, and
investment grade corporate debt securities.
3. Inventories
Inventories at December 31, 1997 and June 30, 1997, consisted of the
following (in thousands):
<TABLE>
<CAPTION>
December 31, 1997 June 30, 1997
----------------- -------------
<S> <C> <C>
Raw materials $ 1,158 $ 948
Work-in-process 1,337 752
Finished goods 174 140
------- -------
Inventories, net $ 2,669 $ 1,840
======= =======
</TABLE>
4. Income Taxes
The Company's accounting for income taxes has been significantly impacted by
the presence and utilization of federal tax net operating loss carryforwards
("NOL"). The effective income tax rate reflected in the accompanying statements
of operations is substantially lower than prevailing statutory rates due to the
utilization of NOLs. As of July 1, 1997, the Company's NOLs aggregated
approximately $7,300,000 and will begin to expire in 2004. There is a statutory
annual limitation on the utilization of the NOLs which approximates $2,300,000.
The Company also has recognized a deferred tax asset of $1,100,000 as of
June 30 and December 31, 1997, which is reflected in the accompanying balance
sheets. These deferred tax assets have been recorded due to the presence of NOLs
and are net of judgmental valuation allowances. In accordance with SFAS No. 109,
Accounting for Income Taxes, the Company has recorded only the net portion of
the total NOL that it considers "more likely than not" to be realized in the
future. Among the factors the Company considers when making this evaluation is
the utilization of federal net operating loss carryforwards during each of the
four years in the period ended June 30, 1997, future business prospects for the
Company, as well as risk factors inherent in the Company's market and
operations. Changes in the net recognized deferred tax asset will be evaluated
in accordance with SFAS No. 109.
6
<PAGE>
MIZAR, INC.
Notes to Interim Financial Statements
5. Income Per Share
In February 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standard No. 128, Earnings per Share. The adoption of
this standard is required for financial statements issued for periods ending
after December 15, 1997, and therefore the statements presented for the three
and the six months ended December 31, 1997, reflect the adoption of this
Statement. The income per share information for the three and the six months
ending December 31, 1996, have also been restated to reflect the new standard.
The Statement establishes standards for computing and presenting earnings per
share ("EPS"). It replaces the presentation of primary EPS with a presentation
of basic earnings per share. Additionally, it requires presentation of diluted
EPS which is similar to fully diluted EPS, pursuant to APB Opinion No. 15.
Basic and diluted loss per share for the three months ended December 31,
1997, and basic income per share for the three months ended December 31, 1996,
were computed by dividing net income by the weighted average number of shares of
common stock outstanding during the periods presented. Diluted income per share
for the three months ended December 31, 1996, was computed by dividing net
income by the weighted average number of shares of common stock and common stock
equivalents outstanding during the periods presented. Common stock equivalents
included in diluted income per share are stock options calculated under the
treasury stock method using the prevailing average market price for the period
presented. Common stock equivalents in the amount of 229,000 options were not
included in calculating the diluted loss per share for the three months ended
December 31, 1997, because these options would have been anti-dilutive.
Basic income per share for the six months ended December 31, 1997 and 1996,
were computed by dividing net income by the weighted average number of shares of
common stock outstanding during the periods presented. Diluted income per share
for the six months ended December 31, 1997 and 1996, were computed by dividing
net income by the weighted average number of shares of common stock outstanding
and common stock equivalents outstanding during the periods presented. Common
stock equivalents included in diluted income per share are stock options
calculated under the treasury stock method using the average market price.
Shares used in basic and diluted income per share calculations are presented
below (in thousands):
<TABLE>
<CAPTION>
Basic
-----
Three Months Ended Six Months Ended
December 31, December 31,
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Weighted average common stock
outstanding during the period 5,136 4,966 5,078 4,966
====== ====== ====== ======
Diluted
-------
Three Months Ended Six Months Ended
December 31, December 31,
1997 1996 1997 1996
---- ---- ---- ----
Weighted average common stock
outstanding during the period 5,136 4,966 5,078 4,966
Common stock equivalents of stock
programs N/A 622 320 609
------ ------ ------ ------
Shares used in net income per
share calculation 5,136 5,588 5,398 5,575
====== ====== ====== ======
</TABLE>
7
<PAGE>
MIZAR, INC.
Notes to Interim Financial Statements
6. New Accounting Pronouncements
In addition to SFAS No. 128, Earnings per Share, referred to in Note 5
above, the Financial Accounting Standards Board issued Statement of Financial
Accounting Standard No. 129, Disclosure of Information About Capital Structure
in February 1997. The adoption of this standard is required for financial
statements issued for periods ending after December 15, 1997. This Statement
establishes standards for disclosing information about an entity's capital
structure, including certain stock option information, as follows.
Stock options scheduled to expire within the five years following December
31, 1997, aggregate 44,200 underlying shares, exercisable for a total of $6,500,
and expire in 2002. Additional disclosures regarding the stock option plan
activity during the past three fiscal years is disclosed in Note 6 to the
financial statements in the Company's Form 10-K for the year ended June 30,
1997.
7. Stockholders' Equity
In May 1997, the Company announced a plan to repurchase up to $1,000,000
worth of its common stock outstanding. In August 1997, the Company announced a
$1,000,000 expansion to its common stock repurchase plan. Through June 30, 1997,
144,400 shares had been repurchased at a total cost of $509,000. Through
September 30, 1997, a total of 281,900 shares had been repurchased at a total
cost of $1,081,000. In the second quarter of fiscal 1998, the Board of Directors
canceled the stock repurchase plan.
8. Merger Agreement
On November 20, 1997, the Company and Loughborough Sound Images ("LSI")
announced the execution of a definitive merger agreement. LSI, which is based
in the United Kingdom, is a leading supplier of embedded DSP products to the
telecommunications and test and measurement markets. The combination will be
completed by the Company issuing approximately 7,824,000 common shares to the
LSI shareholders in exchange for all outstanding LSI shares. The combination is
subject to shareholder approval for both companies and is expected to be
completed in the first calendar quarter of 1998. Costs incurred to date
associated with the merger are currently reflected in prepaid expenses in the
accompanying balance sheet. Total merger expenses are expected to approximate
$2,500,000 and will be reflected as an expense in the first post-combination
accounting period.
8
<PAGE>
MIZAR, INC.
Management's Discussion and Analysis of Financial Condition
and Results of Operations
Results of Operations
- ---------------------
For the three months ended December 31, 1997, the Company reported net sales
of $2,528,000, as compared to $3,389,000 in the same period of the prior year.
DSP-based product sales were $1,672,000, or 66% of total sales during the
quarter. On a comparative basis, sales from DSP-based products were $2,677,000,
or 79% of total sales during the same quarter in the prior year. Net sales of
DSP-based products for the second quarter of fiscal 1998 were significantly
impacted by component shortages and delays from a key supplier of printed
circuit boards. For the six months ended December 31, 1997, the Company reported
net sales of $5,731,000, as compared to $6,414,000 in the same period of the
prior year. Bookings, which are generally realized upon receipt of a written
purchase order or contract, were $2,403,000 in the second quarter of fiscal
1998, as compared to $4,919,000 during the same period in fiscal 1997. Bookings
for the first six months of fiscal 1998 were $6,546,000, as compared to
$9,724,000 during the same period in fiscal 1997. The customer order backlog was
$8,544,000 at December 31, 1997, as compared to $5,577,000 at December 31, 1996.
The majority of DSP-based revenues are to prime contractors for the federal
government and are used in defense, aviation and intelligence applications. The
Company believes that the trend of the federal government is to emphasize the
purchase of commercial off-the-shelf (COTS) products versus proprietary designs
dedicated to a specific application and expects this trend will have a positive
impact on revenues in the future. More recently, the Company has also
experienced a significant increase in bookings for "ruggedized" DSP-based
products. The time lag between order booking and revenue recognition associated
with ruggedized products can be much longer due to engineering effort, component
ordering and manufacturing lead-times. Previously, a large portion of the
Company's DSP business were modest orders for relatively standard products which
were used to prove a concept or deploy a small number of prototypes or systems.
Gross margin percent for the quarter ended December 31, 1997, was 45%, as
compared to 48% for the same period in the prior year. Gross margin percent for
the six months ended December 31, 1997, was 49%, as compared to 51% for the same
period in the prior year. The Company's historical gross margin percentage has
varied by quarter in both a positive and negative fashion due to volume related
efficiencies and changes in product and customer mix. Such variations will
continue to impact gross margin percentages in a similar fashion during future
reporting periods as DSP-based products comprise a larger percentage of sales.
During the three months ended December 31, 1997, operating expenses were
$1,492,000, or 59% of net sales, as compared to $1,390,000, during the same
period in the prior year. During the six months ended December 31, 1997,
operating expenses were $2,936,000, or 51% of net sales, as compared to
$2,679,000, or 42% of net sales, during the same period in the prior year. For
both the three and the six months ended December 31, 1997, sales and marketing
expenses were higher when compared to the prior year due to increased headcount.
General and administrative expenses were higher during both the second quarter
and the first six months of fiscal 1998 as compared to the same period in fiscal
1997 due to a $35,000 provision for bad debts and professional services. For
the six months ended December 31, 1997, product development and engineering
expenses were higher as compared to the same period in the prior year due to
increased headcount dedicated to ruggedization efforts and the design of a new
suite of products targeted for the digital wireless communications market.
Interest income for the quarter ended December 31, 1997, was $134,000, as
compared to $149,000 for the same period in the prior year. Interest income for
the six months ended December 31, 1997, was $280,000, as compared to $284,000
for the same period in the prior year.
The Company reported a net loss of $198,000 for the three months ended
December 31, 1997, as compared to net income of $344,000 during the same period
in the prior year. Net income for the six months ended December 31, 1997, was
$117,000, as compared to $783,000 during the same period in the prior year. The
decrease in net
9
<PAGE>
income for both the three and the six months ended December 31, 1997, as
compared to the same periods in the prior year, is primarily due to the decrease
in net sales and the increase in operating expenses.
Liquidity and Capital Resources
- -------------------------------
The Company's total cash, cash equivalents and purchased marketable
securities were $10,204,000 at December 31, 1997, as compared to $10,864,000 at
June 30, 1997. Net working capital at December 31, 1997, was $13,756,000, as
compared to $13,688,000 at June 30, 1997, an increase of $68,000.
Expenditures for capital equipment were $118,000 for the six months ended
December 31, 1997, as compared to $498,000 in the prior year. The expenditures
in the first half of fiscal 1997 included the costs of facility expansion and
remodeling.
In May 1997, the Company announced a plan to repurchase up to $1,000,000
worth of its common stock outstanding. In August 1997, the Company announced a
$1,000,000 expansion to its common stock repurchase plan. Through June 30, 1997,
144,400 shares had been repurchased at a total cost of $509,000. Through
September 30, 1997, a total of 281,900 shares had been repurchased at a total
cost of $1,081,000. In the second quarter of fiscal 1998, the Board of Directors
canceled the stock repurchase plan.
The Company believes that its near-term liquidity requirements will be met
with cash flow from operations and existing cash and short-term investments.
On November 20, 1997, the Company and Loughborough Sound Images ("LSI")
announced the execution of a definitive merger agreement. LSI, which is based
in the United Kingdom, is a leading supplier of embedded DSP products to the
telecommunications and test and measurement markets. The combination will be
completed by the Company issuing approximately 7,824,000 common shares to the
LSI shareholders in exchange for all outstanding LSI shares. The combination is
subject to shareholder approval for both companies and is expected to be
completed in the first calendar quarter of 1998. Costs incurred to date
associated with the merger are reflected in prepaid expenses in the
accompanying balance sheet. Total merger expenses are expected to approximate
$2,500,000 and will be reflected as an expense in the first post-combination
accounting period. In conjunction with the completion of the business
combination, there will be a concurrent redemption of redeemable preferred
stock of LSI as well as an exercise of a warrant for common stock of LSI. The
resultant net impact on cash will be an outlay of approximately $4,300,000.
Certain matters contained or incorporated by reference in this Form 10-Q, as
well as statements which are based on expectations of the Company, may be
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. These matters and statements involve a number of
risks and uncertainties including, but not limited to, rapid technological
change, defense industry concentration, relationship with Texas Instruments,
commercial market uncertainties, dependence upon suppliers and subcontractors,
dependence on key personnel, competition, and fluctuations in quarterly
financial performance, costs and difficulties inherent in managing the post-
combination business, and ratification of the transaction by the shareholders of
Mizar and LSI. The foregoing list should not be construed as exhaustive and the
Company disclaims any obligation subsequently to revise forward-looking
statements to reflect unanticipated events. For a further explanation of risk
factors, please see the Company's most recent SEC filings. The Company further
cautions users who may utilize published bookings and backlog information as
tools to forecast the Company's revenue during a given timeframe since certain
purchase orders may be subject to cancelation and/or revision to delivery
schedules.
10
<PAGE>
MIZAR, INC.
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits (exhibit reference numbers refer to Item 601 of Regulation S-K)
11(a) Computation of Per Share Income for the three months ended December
31, 1997 and 1996.
11(b) Computation of Per Share Income for the six months ended December
31, 1997 and 1996.
27 Financial Data Schedule (filed electronically only).
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the period.
11
<PAGE>
MIZAR, INC.
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.
Mizar, Inc.
Date: February 16, 1998 By /s/ Charles D. Brockenbush
-------------------------------------
Charles D. Brockenbush
Vice President, Finance and
Chief Financial Officer
(Principal Financial and Accounting
Officer)
12
<PAGE>
EXHIBIT INDEX
EXHIBIT
NO. DESCRIPTION
- ------- --------------------------------
11 (a) Computation of Per Share Income for the three months ended December
31, 1997 and 1996.
11 (b) Computation of Per Share Income for the six months ended December
31, 1997 and 1996.
27 Financial Data Schedule (filed electronically only).
<PAGE>
Exhibit 11(a)
MIZAR, INC.
COMPUTATION OF PER SHARE INCOME (LOSS)
(in thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended
December 31,
1997 1996
-------- --------
<S> <C> <C>
BASIC INCOME (LOSS) PER SHARE:
Net income (loss) $ (198) $ 344
======= =======
Weighted average shares outstanding 5,136 4,966
Basic income (loss) per share $ (0.04) $ 0.07
======= =======
DILUTED INCOME (LOSS) PER SHARE:
Weighted average shares outstanding 5,136 4,966
Effect of common stock equivalents:
Options granted N/A 793
Weighted average exercised options outstanding for portion of period,
net of equivalent shares purchased at average fair market value N/A -
Effect of using option proceeds to repurchase common stock at
average fair market value N/A (171)
------- -------
- 622
------- -------
Total common stock equivalents 5,136 5,588
------- -------
Diluted income (loss) per share $ (0.04) $ 0.06
======= =======
</TABLE>
<PAGE>
Exhibit 11(b)
MIZAR, INC.
COMPUTATION OF PER SHARE INCOME
(in thousands, except per share amounts)
<TABLE>
<CAPTION>
Six Months Ended
December 31,
1997 1996
-------- --------
<S> <C> <C>
BASIC INCOME PER SHARE:
Net income $ 117 $ 783
======= =======
Weighted average shares outstanding 5,078 4,966
Basic income per share $ 0.02 $ 0.16
======= =======
DILUTED INCOME PER SHARE:
Weighted average shares outstanding 5,078 4,966
Effect of common stock equivalents:
Options granted 418 783
Weighted average exercised options outstanding for portion of period,
net of equivalent shares purchased at average fair market value 82 -
Effect of using option proceeds to repurchase common stock at
average fair market value (180) (174)
------- -------
320 609
------- -------
Total common stock equivalents 5,398 5,575
------- -------
Diluted income per share $ 0.02 $ 0.14
======= =======
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF MIZAR, INC. AS OF DECEMBER 31, 1997, AND FOR THE SIX
MONTHS THEN ENDED, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-START> JUL-01-1997
<PERIOD-END> DEC-31-1997
<CASH> 3,664
<SECURITIES> 6,540
<RECEIVABLES> 1,543
<ALLOWANCES> 121
<INVENTORY> 2,669
<CURRENT-ASSETS> 15,713
<PP&E> 2,346
<DEPRECIATION> 1,557
<TOTAL-ASSETS> 16,538
<CURRENT-LIABILITIES> 1,957
<BONDS> 0
0
0
<COMMON> 57
<OTHER-SE> 14,524
<TOTAL-LIABILITY-AND-EQUITY> 16,538
<SALES> 5,731
<TOTAL-REVENUES> 5,731
<CGS> 2,933
<TOTAL-COSTS> 2,933
<OTHER-EXPENSES> 2,936
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 142
<INCOME-TAX> 25
<INCOME-CONTINUING> 117
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 117
<EPS-PRIMARY> .02
<EPS-DILUTED> .02
</TABLE>
