-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DnCpAqCGjUqrdmp9E9cwF7Yb/MG4uTQd6MFwewXY+bBWD0gp8bOndYhJBW8lWHi9 BfDvbxiy2By3uu3A+9vfTQ== 0000891618-98-004691.txt : 19981109 0000891618-98-004691.hdr.sgml : 19981109 ACCESSION NUMBER: 0000891618-98-004691 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19980930 FILED AS OF DATE: 19981106 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HMT TECHNOLOGY CORP CENTRAL INDEX KEY: 0001005967 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572] IRS NUMBER: 943084354 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-27586 FILM NUMBER: 98739553 BUSINESS ADDRESS: STREET 1: 1055 PAGE AVE CITY: FREMONT STATE: CA ZIP: 94538 BUSINESS PHONE: 5104903100 MAIL ADDRESS: STREET 1: 1055 PAGE AVENUE CITY: FREMONT STATE: CA ZIP: 94538 10-Q 1 FORM 10-Q 1 ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------- FORM 10-Q (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended September 30, 1998 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: 000-27586 HMT TECHNOLOGY CORPORATION (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 94-3084354 (STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NUMBER) INCORPORATION OR ORGANIZATION)
1055 PAGE AVENUE, FREMONT, CA 94538 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) Registrant's telephone number, including area code: (510) 490-3100 - -------------------------------------------------------------------------------- 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 October 26, 1998, 43,682,577 shares of the registrant's common stock, par value $0.001 per share, which is the only class of common stock of the registrant, were outstanding. ================================================================================ 2 HMT TECHNOLOGY CORPORATION QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1998
PART I FINANCIAL INFORMATION Page Item 1. Financial Statements Condensed Consolidated Balance Sheets at September 30, 1998 and March 31, 1998................................................... 3 Condensed Consolidated Statements of Operations for the three and six month periods ended September 30, 1998 and 1997........ 4 Condensed Consolidated Statements of Cash Flows for the six months ended September 30, 1998 and 1997......................... 5 Notes to Condensed Consolidated Financial Statements..................... 6 Item 2. Management's Discussion and Analysis of Consolidated Financial Condition and Results of Operations................................. 7 PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K........................................ 11 Signatures.............................................................. 12
2 3 PART I. FINANCIAL INFORMATION Item 1. Financial Statements HMT TECHNOLOGY CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (Dollar amounts in thousands)
SEPTEMBER 30, MARCH 31, 1998 1998 ---- ---- ASSETS (Unaudited) Current assets: Cash and cash equivalents............................................. $27,026 $24,985 Receivables, net...................................................... 53,767 70,016 Inventories........................................................... 28,282 18,400 Deposits, prepaid expenses and other assets........................... 875 629 Deferred income taxes................................................. 12,249 12,249 -------- -------- Total current assets.......................................... 122,199 126,923 Property, plant and equipment, net...................................... 347,064 343,856 Other assets............................................................ 6,697 7,444 -------- -------- Total assets.................................................. $475,960 $478,223 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable...................................................... $22,027 $27,301 Accrued liabilities................................................... 10,978 8,270 Obligations under capital leases -- current portion................... 567 2,653 -------- -------- Total current liabilities..................................... 33,572 38,224 Long-term liabilities................................................... 7,331 7,984 Convertible subordinated promissory notes............................... 230,000 230,000 Obligations under capital leases, net of current portion................ 266 555 Deferred tax liability, long-term....................................... 19,008 19,008 -------- -------- Total liabilities............................................. 290,177 295,771 Common Stock............................................................ 44 43 Additional paid-in capital.............................................. 110,896 109,164 Retained earnings ...................................................... 151,492 149,894 Distribution in excess of basis......................................... (76,649) -------- -------- (76,649) Total stockholders' equity......................................... 185,783 182,452 -------- -------- Total liabilities and stockholders' equity.................... $475,960 $478,223 ======== ========
See accompanying notes 3 4 HMT TECHNOLOGY CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data)
THREE MONTHS ENDED SIX MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, --------------------- ----------------------- 1998 1997 1998 1997 (Unaudited) (Unaudited) Net sales............................................... $56,999 $90,446 $113,764 $167,283 Cost of sales........................................... 48,953 55,752 96,392 103,229 ------- ------- -------- -------- Gross profit........................................... 8,046 34,694 17,372 64,054 Operating expenses: Research and development............................... 2,382 2,280 4,817 4,182 Selling, general and administrative.................... 2,214 3,293 4,878 7,110 ------- ------- -------- -------- Total operating expenses............................ 4,596 5,573 9,695 11,292 ------- ------- -------- -------- Operating income............................... 3,450 29,123 7,677 52,762 Interest expense and other, net.......................... 2,729 1,887 5,396 3,572 ------- ------- -------- -------- Income before income tax provision........................ 721 27,235 2,281 49,190 Income tax provision, net................................. 216 8,171 684 14,757 ------- ------- -------- -------- Net income........................................... $505 $19,064 $1,597 $34,433 Net income available for common stockholders per share Basic.............................................. $0.01 $0.46 $0.04 $0.83 ======= ======= ======== ======== Diluted............................................. $0.01 $0.38 $0.04 $0.69 ======= ======= ======== ======== Shares used in computing per share amounts Basic.............................................. 43,570 41,832 43,493 41,484 ======= ======= ======== ======== Diluted............................................ 43,570 54,482 43,493 54,145 ======= ======= ======== ========
4 5 HMT TECHNOLOGY CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands)
SIX MONTHS ENDED SEPTEMBER 30, 1998 1997 -------------------------- (UNAUDITED) CASH FLOWS FROM OPERATING ACTIVITIES: Net income................................................... $ 1,597 $ 34,433 Adjustments to reconcile net income to net cash used in operations: Depreciation and amortization........................... 26,992 17,696 Changes in operating assets and liabilities: Receivables............................................ 16,894 (15,585) Inventories............................................ (9,882) (2,481) Deposits, prepaid expenses and other assets............ (246) (406) Accounts payable....................................... (5,275) (10,865) Accrued liabilities.................................... 2,708 12,915 Long term liabilities.................................. (653) 5,053 -------- -------- Net cash provided by operating activities. 32,135 40,730 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Expenditures for property, plant and equipment............. (30,215) (70,639) Decrease in other assets................................... 762 370 -------- -------- Net cash used in investing activities............ (29,453) (70,269) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Principal payments on obligations under capital leases.................................................. (2,375) (1,610) Proceeds from issuance of Common Stock..................... 1,734 14,551 -------- -------- Net cash provided by financing activities. (641) 12,941 -------- -------- Net increase (decrease) in cash and cash equivalents............................................... 2,041 (16,598) Cash and cash equivalents at beginning of period........... 24,985 55,058 -------- -------- Cash and cash equivalents at end of period................. $ 27,026 $ 38,460 ======== ========
See accompanying notes 5 6 HMT TECHNOLOGY CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying consolidated financial statements have been prepared by the Company without audit in accordance with generally accepted accounting principles for interim financial information and pursuant to rules and regulations of the Securities and Exchange Commission. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair representation have been included. These financial statements should be read in conjunction with the Company's consolidated financial statements and notes thereto contained in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 1998. Operating results for the quarter ended September 30, 1998 may not necessarily be indicative of the results to be expected for any other interim period or for the full year. Fiscal Year The Company uses a 52-week fiscal year ending on March 31 and thirteen- to fourteen-week quarters that end on the Sunday closest to the calendar quarter end. Inventories Inventories are stated at the lower of cost or market, and are reported net of reserves. Cost is determined using the first-in, first-out basis.
SEPTEMBER 30, MARCH 31, 1998 1998 ------------- --------- (IN THOUSANDS) Raw materials............................ $ 6,531 $ 7,498 Work-in-process.......................... 2,696 6,024 Finished goods........................... 19,055 4,878 ------- ------- $28,282 $18,400
Recent Accounting Pronouncements In June 1997, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 130 ("SFAS No. 130"), "Reporting Comprehensive Income," which will require the reporting of additional financial information in a complete set of financial statements. SFAS No. 130 is effective for fiscal years beginning after December 15, 1997 and will require earlier periods to be restated to reflect application of the provisions of SFAS No. 130. The Company believes that the adoption of SFAS 130 will have an immaterial effect on the financial statements. In June 1997, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 131 ("SFAS No. 131"), "Disclosures About Segments of an Enterprise and Related 6 7 Information," which specifies disclosure requirements for segment reporting. SFAS No. 131 supersedes SFAS No. 14 and SFAS No. 18 and is effective for fiscal years beginning after December 15, 1997, and requires earlier years to be restated if practicable. The Company believes that it operates in one segment for purposes of SFAS 131. SUBSEQUENT EVENTS On October 20, 1998, the Company announced it had implemented a reduction in force of approximately 300 employees, and that it would take out of service some of its under utilized production equipment and facilities. As a result, the Company expects to incur a one-time charge to earnings of $15 to $20 million (before taxes) in the Company's financial statements for the quarter ending December 31, 1998. Effective November 2, 1998, the Company replaced its existing $100 Million revolving credit facility with a new $50 million revolving credit facility. The new facility expires November 2, 2000. On November 2, 1998, SyQuest Technology Inc. ("SyQuest"), a customer, announced in a Form 8-K filed with the U.S. Securities and Exchange Commission that effective November 2, 1998, it had suspended operations and is considering alternatives, including filing of a Chapter 11 petition under the U.S. Bankruptcy Code. On September 30, 1998 in a Form 8-K, SyQuest disclosed that it was not in compliance with the financial covenants required by its loan agreement with its asset-based lender. The asset based lender waived the default and reduced the Company's credit line. As disclosed in the Form 8-K, SyQuest is seeking additional financing from other sources. As of September 30, 1998, the Company has approximately $4.4 million in accounts receivable due from SyQuest. Management is currently reviewing the condition and prospects of SyQuest and will closely monitor the status of these accounts receivables. While management believes that, at September 30, 1998, the Company's allowance for doubtful accounts was adequate, the ultimate collectibility of the SyQuest receivable is dependent upon SyQuest's ability to raise additional capital. If management determines, after further review or based on further developments at SyQuest, that these accounts receivable are not likely to be collected, the Company will need to take a charge for additional reserves to address the matter. 7 8 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This discussion contains forward-looking statements, which are subject to certain risks and uncertainties, including without limitation those described below in the Company's Annual Report on Form 10-K, which has been filed with the Securities and Exchange Commission. Actual results may differ materially from the results discussed in the forward-looking statements. OVERVIEW HMT Technology Corporation (the "Company") is an independent supplier of high-performance thin film disks for high-end, high-capacity, and removable hard disk drives, which in turn are used in PCs, network servers and work-stations. The Company derives substantially all of its sales from the sale of thin film disks to a small number of customers. Loss of or a reduction in orders from one or more of the Company's customers could result in a substantial reduction in net sales. Because many of the Company's expense levels are based, in part, on its expectations as to future revenues, decreases in net sales may result in a disproportionately greater negative impact on operating results. Due to the rapid technological change and frequent development of new disk drive products, it is common in the industry for the relative mix of customers and products to change rapidly, even from quarter to quarter. At any one time the Company typically supplies disks in volume for fewer than twelve disk drive products. RESULTS OF OPERATIONS NET SALES THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1998. Net sales for the three months ended September 30, 1998 were $57.0 million, down 37.0% from the $90.4 million reported in the three months ended September 30, 1997. For the first six months of fiscal 1999 net sales of $113.8 million were $53.5 million, or 32.0% lower than the same period in fiscal 1998. Unit sales volume decreased 29.2% during the three months ended September 30, 1998, while average selling prices declined 11.0%, compared to the three months ended September 30, 1997. The decrease in unit sales volume during the three months ended September 30, 1998 was attributable to continuing weakened industry demand as disk drive manufacturers reduced drive production and media inventory levels in response to excess supply in many disk drive market segments. The excess media supply also heightened price competition among independent media suppliers, causing the decline in average selling prices. Future revenue will depend largely upon customer demand, unit shipments and production volumes. During the three months ended September 30, 1998 and 1997, four customers individually accounted for at least ten percent of consolidated net sales. The Company expects that it will continue to derive a substantial portion of its sales from a relatively small number of customers, although the identity of such customers may change from period to period. Gross Profit. Gross margin was 14.1% of net sales for the three months ended September 30, 1998, compared with 38.4% for the three months ended September 30, 1997. The decline in gross margin during the three months ended September 30, 1998 was a result of higher unit production costs and the decline in average selling prices versus the comparable period in fiscal 1998. Unit production costs rose as fixed costs were absorbed over lower unit production volumes. Production volumes decreased 23% in the second quarter of fiscal 1999, compared with the second quarter of fiscal 1998. The increase in unit production cost, caused by lower production volumes was partially offset by reduced salaries, as the Company responded to lower demand by reducing work hours and eliminating bonuses for all of the Company's personnel. Research and Development. Research and development expenses increased $102,000 in the three months ended September 30, 1998, compared to the same period in 1997. Research and development 8 9 expenses increased primarily due to an increase in headcount related to the Company's new product introductions and expanded research efforts to support the Company's overall capacity expansion. Selling, General and Administrative. Selling, general and administrative expenses decreased $1.1 million in the three months ended September 30, 1998, compared to the same period in the prior fiscal year. The decrease in selling, general and administrative expenses was primarily a result of lower headcount and reduced salaries as the Company responded to lower demand by reducing work hours and eliminating bonuses. The Company anticipates that operating expenses will fluctuate in absolute dollars and as a percentage of net sales as headcount is modified to support new product introductions and levels of production volume and unit shipments. Interest Expense, Net. Net interest expense increased $842,000 during the three months ended September 30, 1998, compared to the same period in fiscal 1998. The increase in interest expense, net was primarily a result of a decrease in interest income (as the Company's average cash balances declined) and capitalized interest versus the comparable period in the prior year. Provision for Income Taxes. For the three months ended September 30, 1998 and 1997, the Company recorded income taxes at its estimated annual effective tax rate of 30%. The Company's operating results historically have been, and may continue to be, subject to significant quarterly and annual fluctuations. As a result, the Company's operating results in any quarter may not be indicative of its future performance. Factors affecting operating results include: market acceptance of new products; timing of significant orders; changes in pricing by the Company or its competitors; timing of product announcements by the Company, its customers or its competitors; order cancellations, modifications and quantity adjustments and shipment rescheduling; changes in product mix; manufacturing yields; the level of utilization of the Company's production capacity; increases in production and engineering costs associated with initial manufacture of new products; and changes in the cost of or limitations on the availability of materials. The impact of these and other factors on the Company's revenues and operating results in any future period cannot be forecasted with certainty. The Company's expense levels are based, in part, on its expectations as to future revenues. Because the Company's sales are generally made pursuant to purchase orders that are subject to cancellation, modification, quantity reduction or rescheduling on short notice and without significant penalties, the Company's backlog as of any particular date may not be indicative of sales for any future period, and such changes could cause the Company's net sales to fall below expected levels. If revenue levels are below expectations, operating results are likely to be materially adversely effected. Net income, if any, and gross margins may be disproportionately affected by a reduction in net sales because a proportionately smaller amount of the Company's expenses varies with its revenues. LIQUIDITY AND CAPITAL RESOURCES Cash and cash equivalents increased by $2.0 million to $27.0 million at September 30, 1998 from March 31, 1998. Cash flows from operations were $32.1 million for the six-month period ended September 30, 1998 as compared to $40.7 million in the comparable period of 1997. Cash generated during the six months ended September 30, 1998 reflected net income plus depreciation and amortization, a decrease in receivables and accounts payable, as well as an increase in accrued liabilities, offset by an increase in inventories. Decreased sales and lower margins contributed to the decline in positive cash flow provided by operations during the six months ended September 30, 1998 as compared to the six months ended September 30, 1997. The Company invested $30.2 million and $70.6 million in property, plant and equipment during the six months ended September 30, 1998 and 1997, respectively. The Company currently expects to spend approximately $60 million over the next twelve months on property, plant & equipment. Cash used by financing activities for the first six months of fiscal 1999 reflected $2.4 million in principal payments on capital leases, offset by $1.7 million in cash received for employee stock purchases. 9 10 As of September 30, 1998, the Company's principal sources of liquidity consisted of cash, cash equivalents and short-term investments, as well as the full balance of the $100 million revolving credit facility. The Company believes existing cash balances, cash generated from operations, and funds available under its credit facilities, will provide adequate cash to fund its operations and anticipated capital expenditures at least through September 30, 1999. Should improved market conditions result in a need for a substantial expansion in the Company's manufacturing capacity, the Company may need to obtain additional sources of financing. There can be no assurance that the Company will be able to obtain any needed alternative sources of financing on favorable terms, if at all, at such time or times as the Company may require such capital. YEAR 2000 COMPLIANCE The Company has reviewed both its internal computer systems and its products that could be affected by the "Year 2000" issue and has identified some systems that will be affected. In the ordinary course of replacing computer equipment and software, the Company attempts to obtain replacements that are Year 2000 compliant. Utilizing both internal and external resources to identify and assess needed Year 2000 remediation, the Company currently anticipates that its internal Year 2000 identification, assessment, remediation and testing efforts, which began in October 1997, will be completed on or about June 30, 1999, and that such efforts will be completed prior to any currently anticipated impact on its internal computer equipment and software. The Company presently believes, with modification to existing software and conversion to new software, the "Year 2000" issues relating to internal computer systems and products will not cause significant operational problems or computer problems. Furthermore, the cost of implementing these solutions is not anticipated to be material to the financial position or results of operations. However, if such modifications and conversions are not made, or not completed, the "Year 2000" issue could have a material adverse impact on the operations of the Company. Furthermore, the costs of such conversions and updates are based on management's best estimates, which are derived utilizing numerous assumptions of future events including such things as, but not limited to, the availability and cost of personnel trained in this area, the ability to locate and correct all relevant computer code and similar uncertainties. There can be no assurance that the Company will be able to upgrade any or all of its, major systems or, once upgraded, that the systems will be Year 2000 compliant. Should the Company fail to upgrade such systems in a timely manner, or should those upgrades fail to be Year 2000 compliant, the Company may be unable to conduct business or manufacture its products, which could cause a material adverse effect on the Company's results of operations. The Company has initiated formal communications with all of its significant suppliers and large customers during fiscal 1999 to determine the extent to which the Company is vulnerable to those third parties failure to remediate their own "Year 2000" issues. There can be no guarantee that the systems or products of other companies or significant suppliers will be converted. A failure to convert by another company, or a conversion that is incompatible with the Company's systems may have a material adverse impact on the Company. As of September 15, 1998, the Company had received responses from approximately 70% of such third parties, and 95% of the companies that have responded have provided written assurances that they expect to address all their significant Year 2000 issues on a timely basis. The Company's suppliers and customers may be adversely affected by their respective failure to address the Year 2000 problem. Should any of the Company's suppliers encounter Year 2000 problems that cause them to delay manufacturing or shipments of key components, the Company may be forced to delay or cancel shipments of its products, which would have a material adverse effect on the Company's results of operations. Additionally, any inability of customers to become Year 2000 compliant which would cause them to delay or cancel substantial purchase orders or delivery of products would also have a material adverse effect on the Company's results of operations. The Company is currently working with its suppliers, to address their Year 2000 compliance in a timely manner. The Company anticipates completion of this effort by June of 1999; however, there can be no assurance that any such effort will be successful. 10 11 Currently, the Company does not have a contingency plan in place should the Company be unsuccessful in its efforts to become Year 2000 compliant. However, the Company intends to create such a contingency plan by July of 1999. The following table outlines the targets for the Company's Year 2000 efforts, however, there can be no assurance that these targets will be met.
ITEM % Complete Due Inventory Internal Systems 100% 3/98 Inventory Vendor Systems 100% 3/98 Vendor Response 70% 1/99 Remediate Internal Systems 70% 6/99 Vendor Remediation 50% 6/99 Contingency Plan 0% 6/99
11 12 Part II Other Information Item 4. Submission of Matters to a Vote of Security Holders (a) The Annual Meeting of Stockholders was held on July 20, 1998. (b) The following individuals, each of whom served as directors of the Company prior to the annual meeting, were elected to serve as Directors until the next annual meeting:
Total Vote For Total Vote Withheld Each Director From Each Director -------------- ------------------- Ronald L. Schauer 37,691,353 145,048 Donald P. Beadle 37,684,419 151,982 Bruce C. Edwards 37,694,516 141,885 Walter G. Kortschak 37,694,466 141,935 Richard S. Love 37,686,529 149,872 Harry G. Van Wickle 37,684,851 151,550
(c) The Stockholders voted to ratify the amendment to the Company's 1996 Equity Incentive Plan, to increase the aggregate number of shares of Common Stock authorized for issuance under such plan by 2,500,000 shares. 1. A proposal to approve the Company's 1996 Equity Incentive Plan, as amended, to increase the aggregate number of shares of Common Stock authorized for issuance under such plan by 2,500,000 share: 19,968,616 shares were voted in favor of the proposal, 8,090,423 shares were voted against the proposal, 577,904 shares abstained and 9,199,458 shares were broker non-votes. 2. The ratification of the selection of PricewaterhouseCoopers LLP as the Company's Independent Auditors for the fiscal year ended March 31, 1999: 37,794,187 shares were voted in favor of the proposal, 16,048 shares were voted against the proposal, and 26,166 shares abstained. Item 5. Other Information Pursuant to the Company's bylaws, stockholders who wish to bring matters or propose nominees for director at the Company's 1999 annual meeting of stockholders must provide specified information to the Company between April 20, 1999 and May 20, 1999 (unless such matters are included in the Company's proxy statement pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended). Item 6. Exhibits and Reports on Form 8-K (a) Reports on Form 8-K: During the quarter ended September 30, 1998, the Company did not file any reports on Form 8-K. During the quarter ended September 30, 1998, there were no reports on Form 8-K filed by the Company. 12 13 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. HMT TECHNOLOGY CORPORATION (Registrant) Date: November 11, 1998 BY: /s/ Peter S. Norris --------------------- --------------------- Peter S. Norris Vice President and Chief Financial Officer Date: November 11, 1998 BY: /s/ Ronald L. Schauer --------------------- ----------------------- Ronald L. Schauer President and Chief Executive Officer
13 14 EXHIBIT INDEX (a) Exhibits: Exhibit No. - ----------- 11.1 Statement Regarding Computation of Net Income Per Share. 27.1 Financial Data Schedule.
14 EX-11.1 2 STATEMENT RE:COMPUTATION OF NET EARNINGS PER SHARE 1 EXHIBIT 11.1 HMT TECHNOLOGY CORPORATION STATEMENT REGARDING COMPUTATION OF NET INCOME PER SHARE (1) (In thousands, except per share data)
QUARTER ENDED SIX MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, 1998 1997 1998 1997 ---- ---- ---- ---- (Unaudited) (Unaudited) Basic: Weighted average shares outstanding for the period...................... 43,570 41,832 43,461 41,484 ------ ------- ------ ------- Shares used in computing per share amounts............................. 43,570 41,832 43,461 41,484 ====== ======= ====== ======= Net income available for common stockholders........................ $505 $19,064 $1,597 $34,433 ====== ======= ====== ======= Net income available for common stockholders per share.............. $0.01 $0.46 $0.04 $0.83 ====== ======= ====== ======= Diluted: Weighted average shares outstanding for the period...................... 43,570 41,832 43,461 41,484 Net effect of dilutive stock options- based on the treasury stock method using average market price.......... 1,680 2,965 1,804 2,977 Assumed conversion of 53/4% convertible subordinated notes...... -- 9,684 -- -- ------ ------- ------ ------- Shares used in computing per share amounts............................. 45,249 54,482 45,264 54,145 ====== ======= ====== ======= Net income available for common stockholders........................ $505 $19,064 $1,597 $34,433 ====== ======= ====== ======= Add 5 3/4% convertible subordinated note interest, net of interest capitalized and income tax effect... -- 1,541 -- 2,876 ------ ------- ------ ------- Net income available for common stockholders........................ $505 $20,705 $1,597 $37,309 ====== ======= ====== ======= Net income available for common stockholders per share.............. $0.01 $0.38 $0.04 $0.69 ====== ======= ====== =======
(2) Diluted EPS for the three and six months ended September 30, 1998 does not assume conversion of the Company's 5 3/4% convertible subordinated notes, as the effect would be anti-dilutive. 15 EX-27.1 3 FINANCIAL DATA SCHEDULE
5 1,000 3-MOS MAR-31-1999 APR-01-1998 SEP-30-1998 27,026 0 53,767 0 28,282 122,199 347,064 104,503 475,960 33,572 230,000 0 0 110,940 74,843 185,783 56,999 56,999 48,953 48,953 4,596 0 2,729 721 216 0 0 0 0 505 0.01 0.01
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