-----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, Ug1EvfCBqtmEtsvIHqtNCRVFcFePVXH+rJhaNlmY126V1zHCu3Oo8gFqwxDopxN4 EIdlHAftQO3sSGKcCwySbA== /in/edgar/work/0000027116-00-000011/0000027116-00-000011.txt : 20001031 0000027116-00-000011.hdr.sgml : 20001031 ACCESSION NUMBER: 0000027116-00-000011 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000930 FILED AS OF DATE: 20001030 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DATRON SYSTEMS INC/DE CENTRAL INDEX KEY: 0000027116 STANDARD INDUSTRIAL CLASSIFICATION: [3663 ] IRS NUMBER: 952582922 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-07445 FILM NUMBER: 748515 BUSINESS ADDRESS: STREET 1: 3030 ENTERPRISE CT CITY: VISTA STATE: CA ZIP: 92083 BUSINESS PHONE: 7607345454 MAIL ADDRESS: STREET 1: 3030 ENTERPRISE CT. CITY: VISTA STATE: CA ZIP: 93083 10-Q 1 0001.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2000 [ ] 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: 0-7445 DATRON SYSTEMS INCORPORATED (Exact name of registrant as specified in its charter) Delaware 95-2582922 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 3030 Enterprise Court, Vista, California 92083-8347 (Address of principal executive offices) (zip code) (760) 734-5454 (Registrant's telephone number, including area code) (Former name, former address and formal fiscal year, if changed since last report) 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. [ X ] Yes [ ] No APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15 (d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. [ ] Yes [ ] No APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date. As of October 23, 2000, the Registrant had only one class of common stock, par value $0.01, of which there were 2,736,499 shares outstanding. 1 PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements DATRON SYSTEMS INCORPORATED CONSOLIDATED BALANCE SHEETS (In Thousands) September 30, 2000 March 31, (Unaudited) 2000 ----------- --------- ASSETS Current assets: Cash and cash equivalents $2,828 $12,183 Accounts receivable, net 18,732 12,658 Inventories 11,774 11,626 Deferred income taxes 2,603 2,603 Prepaid expenses and other current assets 313 343 ------ ------ Total current assets 36,250 39,413 Property, plant and equipment, net 8,835 9,427 Goodwill, net 5,135 5,237 Other assets 555 320 ------ ------ Total assets $50,775 $54,397 ======= ======= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $2,015 $2,921 Accrued expenses 8,333 9,632 Customer advances 860 1,408 Income taxes payable 385 1,433 Current portion of long-term debt 93 90 ------ ------ Total current liabilities 11,686 15,484 Long-term debt 3,033 3,080 Deferred income taxes 1,614 1,614 Deferred rent 133 103 ------ ------ Total liabilities 16,466 20,281 ------ ------ Stockholders' equity: Preferred stock -- par value $0.01; authorized 2,000,000 shares, none issued or outstanding --- --- Common stock -- par value $0.01; authorized 10,000,000 shares, 3,106,881 and 3,098,943 shares issued in September and March, respectively 31 31 Additional paid-in capital 10,960 10,904 Retained earnings 25,506 25,460 Treasury stock, at cost; 370,382 and 387,303 shares in September and March, respectively (2,024) (2,115) Stock option plan and stock purchase plan notes receivable (164) (164) ------ ------ Total stockholders' equity 34,309 34,116 ------ ------ Total liabilities and stockholders' equity $50,775 $54,397 ====== ====== See notes to consolidated financial statements.
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DATRON SYSTEMS INCORPORATED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (In thousands, except per-share amounts) Three Months Ended Six Months Ended September 30, September 30, 2000 1999 2000 1999 ------- ------- ------- ------- Net sales $14,616 $14,130 $27,970 $27,653 Cost of sales 9,894 10,412 19,840 20,050 ------- ------- ------- ------ Gross profit 4,722 3,718 8,130 7,603 Selling, general and administrative 3,007 2,796 6,003 5,603 Research and development 1,174 962 2,197 1,958 ------- ------ ------ ------ Operating income (loss) 541 (40) (70) 42 Interest expense (54) (54) (107) (109) Interest income 87 51 217 120 Other income 45 1,042 37 1,033 ------ ------ ------ ------ Income before income taxes 619 999 77 1,086 Income taxes 246 396 31 431 ------ ------ ------ ----- Net income $373 $603 $46 $655 ====== ====== ====== ====== Earnings per common share--basic $0.14 $0.22 $0.02 $0.24 ====== ====== ====== ====== Weighted average number of common shares outstanding 2,733 2,701 2,727 2,699 ====== ====== ====== ====== Earnings per common share--diluted $0.13 $0.22 $0.02 $0.24 ====== ====== ====== ====== Weighted average number of common and common equivalent shares outstanding 2,808 2,709 2,765 2,705 ====== ====== ====== ====== See notes to consolidated financial statements.
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DATRON SYSTEMS INCORPORATED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (In thousands) Six Months Ended September 30, 2000 1999 ------ ----- Cash Flows from Operating Activities Net income $46 $655 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 947 1,011 Changes in operating assets and liabilities: Accounts receivable (6,074) (263) Inventories (148) (932) Prepaid expenses and other assets (205) 377 Accounts payable and accrued expenses (2,205) (1,057) Customer advances (548) (492) Income taxes payable (1,048) 410 Deferred rent 30 73 Other 16 31 ------ ----- Net cash used in operating activities (9,189) (187) ------ ----- Cash Flows from Investing Activities Additions to property, plant and equipment (264) (737) Proceeds from sales of property, plant and equipment --- 384 ------ ------ Net cash used in investing activities (264) (353) ------ ------ Cash Flows from Financing Activities Repayments of long-term debt (44) (42) Stock options exercised 85 --- Issuance of common stock 57 36 ----- ------ Net cash provided by (used in) financing activities 98 (6) ----- ----- Decrease in cash and cash equivalents (9,355) (546) Cash and cash equivalents at beginning of period 12,183 5,548 ------ ------ Cash and cash equivalents at end of period $2,828 $5,002 ====== ====== See notes to consolidated financials statements.
4 Datron Systems Incorporated Notes to Consolidated Financial Statements (Unaudited) 1. Basis of Presentation The unaudited consolidated financial statements included herein contain the accounts of Datron Systems Incorporated and its wholly owned subsidiaries (the "Company") and have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission. 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 such rules and regulations. It is suggested that these financial statements be read in connection with the financial statements and notes thereto included in the Company's annual report on Form 10-K for the fiscal year ended March 31, 2000. In the opinion of the Company's management, the accompanying unaudited financial statements contain all adjustments, consisting only of normal recurring adjustments, unless otherwise stated, which are necessary to present fairly its financial position at September 30, 2000 and the results of its operations and its cash flows for the periods presented. Results of operations for the periods presented herein are not necessarily indicative of what results will be for the entire fiscal year. The balance sheet at March 31, 2000 has been derived from audited financial statements. 2. Earnings per Share Basic earnings per share ("EPS") is calculated based on the weighted average number of shares outstanding during the period. Diluted EPS is calculated based on the weighted average number of shares outstanding during the period plus equivalent shares issuable under the Company's stock option plans when such amounts are dilutive. Options to purchase 85,500 shares of common stock at prices ranging from $12.75 to $15.73 were not included in the computation of diluted EPS at September 30, 2000 because the effect of such options would be anti-dilutive. Such options expire at various dates from November 10, 2005 to February 22, 2010. At September 30, 1999, options to purchase 232,000 shares of common stock at prices ranging from $7.00 to $15.73 were not included in the computation of diluted EPS because the effect of such options would be anti-dilutive. 3. Accounts Receivable At September 30, 2000 and March 31, 2000, accounts receivable were as follows:
September 30, March 31, 2000 2000 ----------- ----------- Billed $13,482,000 $ 9,108,000 Unbilled 5,360,000 3,659,000 ----------- ----------- Subtotal 18,842,000 12,767,000 Allowance for doubtful accounts (110,000) (109,000) ----------- ----------- Total $18,732,000 $12,658,000 =========== ===========
5 4. Inventories At September 30, 2000 and March 31, 2000, inventories were as follows:
September 30, March 31, 2000 2000 ----------- ----------- Raw materials $ 7,298,000 $ 7,587,000 Work-in-process 2,983,000 2,233,000 Finished goods 1,493,000 1,806,000 ----------- ----------- Total $11,774,000 $11,626,000 =========== ===========
Inventories are presented net of allowances for obsolescence of $1,505,000 and $1,572,000 at September 30, 2000 and March 31, 2000, respectively. 5. Property, Plant and Equipment At September 30, 2000 and March 31, 2000, property, plant and equipment was as follows:
September 30, March 31, 2000 2000 ----------- ----------- Land and buildings $ 8,914,000 $ 8,901,000 Machinery and equipment 15,402,000 15,298,000 Furniture and office equipment 1,548,000 1,548,000 Leasehold improvements 748,000 726,000 Construction-in-process 53,000 --- ----------- ----------- Subtotal 26,665,000 26,473,000 Accumulated depreciation and amortization (17,830,000) (17,046,000) ----------- ----------- Total $ 8,835,000 $ 9,427,000 =========== ===========
6. Segment Information Segment information was as follows for the periods shown:
Three Months Ended Six Months Ended September 30, September 30, 2000 1999 2000 1999 ----------- ----------- ----------- ----------- Net sales: Antenna and Imaging Systems $ 9,019,000 $ 9,856,000 $18,867,000 $19,718,000 Communication Products 5,597,000 4,274,000 9,103,000 7,935,000 ----------- ----------- ----------- ----------- Consolidated net sales $14,616,000 $14,130,000 $27,970,000 $27,653,000 =========== =========== =========== =========== Operating income (loss): Antenna and Imaging Systems $ 253,000 $ 405,000 $ 459,000 $ 1,255,000 Communication Products 693,000 (109,000) 229,000 (547,000) General corporate expenses (405,000) (336,000) (758,000) (666,000) ---------- ---------- ---------- ---------- Consolidated operating income (loss) 541,000 (40,000) (70,000) 42,000 Interest income (expense), net 33,000 (3,000) 110,000 11,000 Other income 45,000 1,042,000 37,000 1,033,000 ---------- ---------- --------- ---------- Income before income taxes $619,000 $999,000 $77,000 $1,086,000 ========== ========== ========= ==========
6 7. Commitments and Contingencies In connection with a Defense Contract Audit Agency (DCAA) audit of a $9.6 million U.S. Navy contract completed in 1989, DCAA has submitted a report to the Contracting Officer alleging deficiencies in the information provided to the Navy at the time the contract was negotiated and recommending a reduction in the contract value. During the second quarter ended September 30, 2000, the Company reached a settlement agreement with the Contracting Officer and refunded a portion of the contract value plus accrued interest using amounts previously reserved. Resolution of this matter did not have a material affect on the consolidated financial position of the Company or its results of operations. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Datron Systems Incorporated and its wholly owned subsidiaries (the "Company") report operations in two business segments: Antenna and Imaging Systems, and Communication Products. The Antenna and Imaging Systems business segment designs and manufactures satellite communication systems, subsystems and antennas that are sold worldwide to commercial and governmental customers. Its major product lines are remote sensing satellite earth stations, tracking antennas and systems for U.S. and foreign governmental agencies (including the U.S. Department of Defense ("DoD")) and commercial satellite service providers, and mobile direct broadcast satellite ("DBS") television reception systems for recreational vehicles, boats and large business jets. The Communication Products business segment designs, manufactures and distributes high frequency and very high frequency radios and accessories for worldwide military and civilian purposes. This Management's Discussion and Analysis of Financial Condition and Results of Operations contains "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. A variety of factors could cause the Company's actual results to differ from the anticipated results expressed in such forward-looking statements. These include, among others, uncertainties stemming from the dependence of the Company on foreign sales and on large orders from a relatively small number of customers, risks relating to the decline in the Company's traditional defense business and the Company's efforts to develop and market consumer products, lack of timely development or customer acceptance of new products, changes in or unavailability of products and services offered by satellite service providers and their related suppliers, worldwide economic downturns and currency devaluations, restrictions that may be imposed by the U.S. government on the export of Company products, and the impact of competition. Investors are referred to the Company's periodic reports under the Securities Exchange Act of 1934, including without limitation the Investment Considerations set forth in the Company's Annual Report on Form 10-K. Results of Operations Net income for the second quarter of fiscal 2001 was $373,000, or $0.13 per diluted share, compared with net income of $603,000, or $0.22 per diluted share, in the second quarter of fiscal 2000. Net sales in the second quarter of fiscal 2001 were $14,616,000, a 3% increase from second quarter net sales last fiscal year of $14,130,000. The increase in sales was primarily due to an increase in sales of Communication Products, partially offset by a decrease in sales of Antenna and Imaging Systems products. The lower net income was primarily due to the absence of a $1.1 million ($0.6 million, or $0.23 per diluted share, after tax) license fee the Company received in the second quarter last fiscal year for the manufacturing rights to its airborne DBS antenna for business jets. Net income for the six months ended September 30, 2000 was $46,000, or $0.02 per diluted share, compared with net income of $655,000, or $0.24 per diluted share, for the comparable period last fiscal year. Net sales for the six months were $27,970,000, a 1% increase from net sales of $27,653,000 for the first six months last fiscal year. The increase in sales was primarily due to an increase in sales of Communication Products, partially offset by a decrease in sales of Antenna and Imaging Systems products. The decline in net income was primarily due to the absence of the license fee mentioned above and higher operating expenses during the current period. 7 Operating results for each business segment were as follows:
Antenna and Imaging Systems Three Months Ended Six Months Ended September 30, September 30, 2000 1999 2000 1999 ---------- ---------- ----------- ----------- Net sales $9,019,000 $9,856,000 $18,867,000 $19,718,000 ========== ========== =========== =========== Gross profit $2,587,000 $2,431,000 $5,127,000 $5,294,000 ========== ========== =========== =========== Operating income $253,000 $405,000 $459,000 $1,255,000 ========== ========== =========== ===========
Sales of Antenna and Imaging Systems products decreased 8% in the second quarter of fiscal 2001 compared with the second quarter of fiscal 2000. The decrease was primarily due to lower sales of remote sensing satellite earth stations, partially offset by higher sales of military antenna systems and DBS antenna products. Sales in the first six months of fiscal 2001 were 4% lower than in the first six months of fiscal 2000. Lower sales of remote sensing satellite earth stations were partially offset by higher sales of military antenna systems and DBS antenna products. Gross profit percentage on sales of Antenna and Imaging Systems products was 28.7% in the second quarter of fiscal 2001 compared with 24.7% in the second quarter last fiscal year. The increase was primarily due to higher margins on DBS antenna products. Gross profit percentage for the first six months of fiscal 2001 was 27.2% of sales compared with 26.8% of sales for the first six months of fiscal 2000. The increase was primarily due to higher margins on DBS antenna products. Operating income percentage on sales of Antenna and Imaging Systems products was 2.8% in the second quarter of fiscal 2001 compared with 4.1% in the second quarter last fiscal year. The decrease was primarily due to higher R&D expenditures on DBS antenna products. Operating income percentage for the first six months of fiscal 2001 was 2.4% of sales compared with 6.4% of sales for the first six months of fiscal 2000. The decline was primarily due to higher R&D expenditures on DBS antenna products and higher administrative expenses.
Communication Products Three Months Ended Six Months Ended September 30, September 30, 2000 1999 2000 1999 ---------- ---------- ---------- ---------- Net sales $5,597,000 $4,274,000 $9,103,000 $7,935,000 ========== ========== ========== ========== Gross profit $2,135,000 $1,287,000 $3,003,000 $2,309,000 ========== ========== ========== ========== Operating income (loss) $693,000 $(109,000) $229,000 ($547,000) ========== ========== ========== ===========
Sales of Communication Products Increased 31% in the second quarter of fiscal 2001 compared with the second quarter of fiscal 2000. The increase was due to an $8 million order received in the first quarter, approximately half of which was shipped during the second quarter. Sales in the first six months of fiscal 2001 were 15% higher than in the first six months of fiscal 2000 due to shipments against the $8 million order. Gross profit percentage on sales of Communication Products was 38.1% in the second quarter of fiscal 2001 compared with 30.1% in the second quarter last fiscal year. The increase was due to manufacturing efficiencies related to a higher level of sales and to a more favorable product mix. Gross profit percentage for the first six months of fiscal 2001 was 33.0% of sales compared with 29.1% of sales for the first six months of fiscal 2000. The increase was due to manufacturing efficiencies related to a higher level of sales and the absence of move related expenses associated with this business segment's relocation to Vista, California incurred in fiscal 2000. 8 Operating profit percentage on sales of Communication Products was 12.4% in the second quarter of fiscal 2001 compared with an operating loss percentage of 2.6% in the second quarter last fiscal year. The improvement from an operating loss percentage to an operating income percentage was primarily due to higher gross profits on the higher sales. Operating profit percentage for the first six months of fiscal 2001 was 2.5% of sales compared with an operating loss percentage of 6.9% of sales for the first six months of fiscal 2000. The improvement from an operating loss percentage to an operating income percentage was primarily due to higher gross profits on the higher sales. Consolidated expenses Selling, general and administrative expenses were $3,007,000 in the second quarter of fiscal 2001, an 8% increase compared with second quarter of fiscal 2000 expenses of $2,796,000. The increase was primarily due to higher administrative expenses at both business segments. Selling, general and administrative expenses for the first six months of fiscal 2001 were $6,003,000, a 7% increase compared with first six months of fiscal 2000 expenses of $5,603,000. The increase was primarily due to higher selling and administrative expenses at the Antenna and Imaging Systems business segment. Research and development ("R&D") expenses were $1,174,000 in the second quarter of fiscal 2001 compared with $962,000 in the second quarter last fiscal year. The 22% increase was due to higher spending on development programs to improve land and sea mobile DBS products. R&D expenses in the first six months of fiscal 2001 were $2,197,000, a 12% increase compared with first six months of fiscal 2000 expenses of $1,958,000. The increase was due to higher spending on development programs to improve land and sea mobile DBS products, partially offset by lower spending on development of new radio products.
Order backlog at September 30 2000 1999 ----------- ----------- Antenna and Imaging Systems $19,324,000 $20,809,000 Communication Products 3,385,000 2,100,000 ----------- ----------- Total $22,709,000 $22,909,000 =========== ===========
The 7% decrease in Antenna and Imaging Systems backlog at September 30, 2000 compared with September 30, 1999 was primarily due to lower bookings of remote sensing satellite earth stations. The 61% increase in Communication Products backlog at September 30, 2000 compared with September 30, 1999 was primarily due to receipt of an $8 million order for tactical radios in the first quarter, a portion of which was shipped during the first and second quarters. Liquidity and Capital Resources At September 30, 2000, working capital was $24,564,000 compared with $23,929,000 at March 31, 2000, an increase of $635,000 or 3%. Major changes affecting working capital during this period were the following: accounts receivable increased $6,074,000 primarily due to strong September sales of Communication Products; inventories increased $148,000; accounts payable and accrued expenses decreased $2,205,000 primarily due to current year payment of expenses associated with a large sale of Communication Products in the fourth quarter of the previous fiscal year; customer advances decreased $548,000; and income taxes payable decreased $1,048,000. The Company's cash position at September 30, 2000 was $2,828,000 compared with $12,183,000 at March 31, 2000, a 77% decrease. At September 30, 2000, the Company had no borrowings against its revolving line of credit. Capital equipment expenditures were $264,000 during the first six months of fiscal 2001 compared with $737,000 in the first six months last fiscal year. Although capital expenditures in the first six months of fiscal 2001 were lower than in the first six months of fiscal 2000, the Company anticipates total capital expenditures in fiscal 2001 will be comparable to the fiscal 2000 total of $1,289,000 due to anticipated tooling requirements for new products in the second half of the fiscal year. 9 At September 30, 2000, the Company had a $13,000,000 revolving line of credit with a bank. The line may be used for the issuance of letters of credit and for direct working capital advances, of which $2,000,000 is restricted to working capital and letters of credit required to finance non-military international business. That portion of the line of credit expires on April 1, 2001 and is subject to a borrowing base formula. The remaining $11,000,000 facility expires on April 1, 2002. At September 30, 2000, there were no borrowings under the line and the bank had issued letters of credit against the line totaling $4,239,000. The Company believes its existing working capital, anticipated future cash flows from operations and available credit with its bank are sufficient to finance presently planned capital and working capital requirements. Recently Issued Accounting Pronouncements In December, 1999, the Securities and Exchange Commission ("SEC") issued Staff Accounting Bulletin ("SAB") No. 101, "Revenue Recognition in Financial Statements," which summarizes the SEC's interpretation of applying generally accepted accounting principles to revenue recognition in the financial statements. SAB No. 101 was subsequently amended in June 2000 and becomes effective for the fourth fiscal quarter of fiscal years beginning after December 15, 1999. Based on the Company's current revenue recognition policies, the Company does not believe the adoption of SAB No. 101, as amended, will have a material affect on the Company's consolidated financial position or its results of operations. 10 PART II -- OTHER INFORMATION Item 2. Changes in Securities. Pursuant to a business loan agreement with a bank, the Company must comply with certain financial covenants. The agreement also prohibits the Company from declaration or payment of dividends or other distributions on the Company's stock, except under certain conditions specified in the agreement. The Company is in compliance with both requirements. Item 3. Legal Proceedings. In February 2000, Datron/Transco Inc. ("D/T"), a wholly owned subsidiary of the Company, was named as defendant in a lawsuit filed by KVH Industries, Inc. ("KVH"). KVH alleged that D/T breached a 1999 Settlement Agreement and, through its DBS-4500 system, had infringed a KVH patent. On July 31, 2000, D/T and KVH agreed to terminate the litigation between them. Based on new information since the suit was filed, KVH determined that D/T's DBS-4500 does not infringe the KVH patent and that D/T was not in violation of the 1999 Settlement Agreement. Item 4. Submission of Matters to a Vote of Security Holders. On August 4, 2000, the Company held its annual meeting of stockholders, proxies for which were solicited pursuant to Regulation 14a under the Act. Six directors were to be elected to serve until the next annual meeting. The six existing directors who were standing for re-election were elected. Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits: 27.1 Financial Data Schedule (b) Reports on Form 8-K: The Registrant filed a report on Form 8-K on August 30, 2000 announcing the adoption by the Board of Directors of a Stockholders Rights Plan.. 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. DATRON SYSTEMS INCORPORATED Date: October 30, 2000 By: /s/William L. Stephan Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) EX-27 2 0002.txt
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE REGISTRANT'S CONSOLIDATED BALANCE SHEET AND CONSOLIDATED STATEMENT OF OPERATIONS FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 6-MOS MAR-31-2001 SEP-30-2000 2,828 0 18,842 110 11,774 36,250 26,665 17,830 50,775 11,686 0 0 0 31 34,278 50,775 27,970 28,224 19,840 19,840 8,200 0 107 77 31 46 0 0 0 46 0.02 0.02
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