SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended October 31, 1998
Commission File Number 0-3319
DEL GLOBAL TECHNOLOGIES CORP.
-----------------------------
(Exact name of registrant as specified in its charter)
New York 13-1784308
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Commerce Park, Valhalla, NY 10595
-------------------------------------
(Address of principal executive offices)
(Zip Code)
(914) 686-3600
--------------
(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
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the close of the business on December 8, 1998.
Common Stock - 7,621,214
PART I
Item 1. Financial Statements
Consolidated Balance Sheets - October 31, 1998 and August 1, 1998
Consolidated Statements of Income for the Three Months ended
October 31, 1998 and November 1, 1997
Consolidated Statements of Cash Flows for the Three Months ended
October 31, 1998 and November 1, 1997
Notes to Consolidated Financial Statements
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DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
ASSETS
October 31, August 1,
1998 1998
----------- -----------
CURRENT ASSETS
Cash and cash equivalents $ 1,957,560 $ 3,401,697
Investments available-for-sale 986,151 913,125
Trade receivables - net 15,211,469 14,341,744
Cost and estimated earnings
in excess of billings on
uncompleted contracts 4,214,898 3,306,673
Inventory 31,268,248 29,195,262
Prepaid expenses and other
current assets 1,876,092 1,358,847
----------- -----------
Total current assets 55,514,418 52,517,348
----------- -----------
FIXED ASSETS - Net 13,018,356 12,739,509
INTANGIBLES - Net 898,556 941,443
GOODWILL - Net 4,748,140 4,809,255
DEFERRED CHARGES 355,874 387,044
OTHER ASSETS 968,444 962,028
----------- -----------
TOTAL $75,503,788 $72,356,627
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Current portion of long-term debt $ 117,706 $ 120,410
Accounts payable - trade 6,574,396 5,403,403
Accrued liabilities 4,085,080 3,938,623
Deferred compensation liability 982,948 913,046
Income taxes 773,330 394,540
----------- -----------
Total current liabilities 12,533,460 10,770,022
----------- -----------
LONG-TERM LIABILITIES
LONG-TERM DEBT (less current
portion included above) 741,714 240,273
OTHER 459,760 484,366
DEFERRED INCOME TAXES 1,500,292 1,406,162
----------- -----------
Total liabilities 15,235,226 12,900,823
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SHAREHOLDERS' EQUITY
Common stock, $.10 par value;
Authorized 20,000,000
shares; Issued and
outstanding - 8,001,217
shares at October 31, 1998
and 7,988,993 shares at
August 1, 1998 800,121 798,898
Additional paid-in capital 49,189,309 49,124,456
Retained earnings 13,789,992 12,360,906
----------- -----------
63,779,422 62,284,260
Less common stock in treasury -
388,846 shares at October 31, 1998
and 299,746 at August 1, 1998 3,510,860 2,828,456
----------- -----------
Total shareholders' equity 60,268,562 59,455,804
----------- -----------
TOTAL $75,503,788 $72,356,627
=========== ===========
See notes to consolidated financial statements
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DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended
------------------------------
October 31, November 1,
1998 1997
------------ -------------
NET SALES $ 14,809,666 $ 13,480,069
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COSTS AND EXPENSES:
Cost of sales 8,679,168 8,047,545
Research and development 1,431,314 1,235,889
Selling, general and administrative 2,621,162 2,402,399
Interest expense (income) - net 6,881 (54,275)
------------ ------------
12,738,525 11,631,558
INCOME BEFORE PROVISION
FOR INCOME TAXES 2,071,141 1,848,511
PROVISION FOR INCOME TAXES 642,054 591,524
------------ ------------
NET INCOME $ 1,429,087 $ 1.256,987
============ ============
NET INCOME PER COMMON SHARE AND
COMMON SHARE EQUIVALENTS:
BASIC $ .19 $ .17
============ ============
DILUTED $ .18 $ .15
============ ============
Weighted number of common
shares outstanding 7,648,413 7,439,410
============ ============
Weighted number of common
shares outstanding and
common share equivalents 8,142,557 8,171,999
============ ============
See notes to consolidated financial statements
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DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
--------------------------
October 31, November 1,
1998 1997
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 1,429,087 $ 1,256,987
Adjustments to reconcile net income
to net cash provided by operating
activities:
Imputed interest 10,974 16,570
Depreciation 413,419 320,596
Amortization 157,944 132,931
Deferred income tax provision 94,745 62,363
Tax benefit from exercise of
stock options and warrants 18,019 159,964
Amortization of stock based
compensation 5,508 74,931
Changes in assets and liabilities:
Increase in trade receivables (869,725) (902,327)
Increase in cost and estimated
earnings in excess of billings
on uncompleted contracts (908,225) (415,257)
Increase in inventory (2,072,986) (527,840)
Increase in prepaid and other
current assets (539,657) (69,493)
Increase in other assets (6,776) (4,038)
Increase in accounts payable - trade 1,170,993 631,514
Increase (decrease) in accrued
liabilities 145,842 (56,819)
Increase in deferred compensation
liability 69,902 61,861
Increase (decrease) in income taxes
payable 378,790 (20,475)
----------- -----------
Net cash (used in) provided by operating
activities (502,146) 721,468
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Expenditures for fixed assets (692,266) (614,333)
Investment in marketable securities (73,026) (236,891)
Payments to former shareholders of
subsidiary acquired (29,796) (24,137)
----------- -----------
Net cash used in investing activities (795,088) (875,361)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from (repayment of)
bank borrowing 498,737 (35,219)
Payment for repurchase of shares (682,404) (72,097)
Proceeds from exercise of stock
options and warrants 42,548 638,548
Other (5,784) (3,213)
----------- -----------
Net cash (used in) provided by financing
activities (146,903) 528,019
----------- -----------
(Continued)
See notes to consolidated financial statements
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DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
--------------------------
October 31, November 1,
1998 1997
----------- -----------
NET (DECREASE) INCREASE IN CASH AND CASH
EQUIVALENTS $(1,444,137) $ 374,126
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 3,401,697 6,070,608
----------- -----------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 1,957,560 $ 6,444,734
=========== ===========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW
INFORMATION:
Interest paid $ 33,724 $ 18,005
=========== ===========
Income taxes paid $ 150,500 $ 389,672
=========== ===========
See notes to consolidated financial statements
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DEL GLOBAL TECHNOLOGIES CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 In the opinion of the Company's management, the accompanying
unaudited consolidated financial statements contain all
adjustments (consisting of only normal recurring adjustments)
necessary to present fairly the results of the Company's
financial position as of October 31, 1998 and the results of its
operations and its cash flows for the three months ended October
31, 1998 and November 1, 1997.
The accounting policies followed by the Company are set forth in
Note 1 to the Company's financial statements as of August 1,
1998.
The consolidated financial statements should be read in
conjunction with the notes to the financial statements as of
August 1, 1998.
Certain reclassifications have been made in the prior period's
financial statements to correspond to the current period's
presentation.
NOTE 2 The results of operations for the three month period ended
October 31, 1998 are not necessarily indicative of the results to
be expected for the full year.
NOTE 3 INVESTMENTS
Investments available-for-sale at October 31, 1998 and August 1,
1998 include $982,948 and $913,046, respectively, for the
Company's President's deferred compensation, pursuant to the
terms of his employment contract. At October 31, 1998 and August
1, 1998 $59,960 and $24,841, respectively, were classified as
cash and $922,988 and $888,205, respectively, were recorded as
investments. The liabilities of $982,948 and $913,046,
respectively, are recorded as deferred compensation liability.
Gains and losses on the investments held to fund the deferred
compensation, either recognized or unrealized, inure to the
benefit or detriment of the President's deferred compensation,
based upon a contractual arrangement between the President and
the Company. At October 31, 1998, the balance of investments
available-for-sale of $63,163 are equity securities held by the
Company for its own account. Realized and unrealized gains and
losses on these securities for the period ended October 31, 1998
were not material and are recorded in the financial statements.
NOTE 4 PERCENTAGE OF COMPLETION ACCOUNTING
Three Months
Ended
October 31, August 1, October 31,
1998 1998 1998
----------- ----------- -----------
Costs incurred on
uncompleted contracts $ 8,841,407 $ 6,804,554 $ 2,036,853
Estimated earnings 5,470,390 4,178,103 1,292,287
----------- ----------- -----------
14,311,797 10,982,657 3,329,140
Less billings to date 10,096,899 7,675,984 2,420,915
----------- ----------- -----------
Costs and estimated
earnings in excess of
billings on uncompleted
contracts $ 4,214,898 $ 3,306,673 $ 908,225
=========== =========== ===========
The backlog of unshipped contracts being accounted for under the
percentage of completion method of accounting was approximately
$4.9 million at October 31, 1998.
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NOTE 5 INVENTORY
Inventory is stated at the lower of cost (first-in, first-out) or
market.
Inventories and their effect on cost of sales are determined by
physical count for annual reporting purposes and are estimated by
management for interim reporting purposes.
Inventory consists of the following:
October 31, August 1,
1998 1998
----------- -----------
Finished goods $ 5,192,841 $ 4,848,572
Work-in-process 12,138,693 11,333,936
Raw material and purchased parts 13,936,714 13,012,754
----------- -----------
Total $31,268,248 $29,195,262
=========== ===========
NOTE 6 FIXED ASSETS
Fixed assets consist of the following:
October 31, August 1,
1998 1998
----------- -----------
Land $ 694,046 $ 694,046
Building 2,146,025 2,146,025
Machinery and equipment 11,862,160 11,370,262
Furniture and fixtures 1,512,569 1,484,310
Leasehold improvements 1,738,065 1,613,883
EDP equipment 1,939,199 1,891,272
Transportation equipment 30,103 30,103
----------- -----------
19,922,167 19,229,901
Less accumulated depreciation
and amortization 6,903,811 6,490,392
----------- -----------
Net fixed assets $13,018,356 $12,739,509
=========== ===========
NOTE 7 NET INCOME PER COMMON SHARE AND COMMON SHARE EQUIVALENTS
During the year ended August 1, 1998 the Company adopted
Statement of Financial Accounting Standard "SFAS" No. 128,
"Earnings Per Share." This statement is effective for financial
statements issued for periods ending after December 15, 1997.
Basic and diluted earnings per share have been restated for the
quarter ended November 1, 1997 to reflect the adoption of SFAS
No. 128.
NOTE 8 SUBSEQUENT EVENT
In December 1998 the Company acquired certain selected assets of
Acoma Medical Imaging Inc. for approximately $1.4 million in
cash, including expenses, payable over a three year period. The
acquired assets consisted of inventory, fixed assets and
technology.
NOTE 9 EFFECT OF NEW ACCOUNTING PRONOUNCEMENTS
Reporting Comprehensive Income. In June 1997, the Financial
Accounting Standards Board "FASB" issued SFAS No. 130, "Reporting
Comprehensive Income." This statement is effective for years
beginning after December 15, 1997. Management has evaluated the
effect of this statement on its financial reporting from the
adoption of this statement and has found that no further
disclosures are needed.
Disclosures About Segments of an Enterprise and Related
Information. In June 1997, the FASB issued SFAS No. 131,
"Disclosures About Segments of an Enterprise and Related
Information." SFAS No. 131 requires the reporting of profit and
loss, specific revenue and expense items and assets for
reportable segments. It also requires the reconciliation of total
segment revenues, total segment profit and loss, total segment
assets and other amounts disclosed for segments, to the
corresponding amounts in the general purpose financial
statements. This statement is effective for fiscal years
commencing after December 15,
-7-
1997. The Company has not yet determined what additional
disclosures may be required in connection with adopting SFAS No.
131.
Disclosures about Pensions and Other Postretirement Benefits. In
February 1998, the FASB issued SFAS No. 132, "Employers
Disclosures about Pensions and Other Postretirement Benefits."
This statement revises employers' disclosures about pensions and
other postretirement benefit plans. SFAS No. 132 is effective for
fiscal years beginning after December 15, 1997. Management does
not anticipate that this statement will have a significant effect
on the Company's consolidated financial statements.
Disclosures about Derivative Instruments and Hedging Activities.
In June 1998, the FASB issued SFAS No. 133, "Accounting for
Derivative Instruments and Hedging Activities." SFAS No. 133
establishes accounting and reporting standards for derivative
instruments and hedging activities. SFAS No. 133 is effective for
all fiscal years beginning after December 15, 1999. Management
does not anticipate that this statement will have any effect on
the Company's consolidated financial statements.
-8-
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
This Management Discussion and Analysis of Financial Condition and Results of
Operations contains forward looking statements. Such statements involve various
risks that may cause actual results to differ materially. These risks include,
but are not limited to, the ability of the Company to grow internally or by
acquisition and to integrate acquired businesses, changing industry or
competitive conditions, and other risks referred to in the Company's
registration statements and periodic reports filed with the Securities and
Exchange Commission.
OVERVIEW
The Company's net sales have increased as a result of both
internal growth and acquisitions. The Company has completed four acquisitions in
the past five years: Dynarad (a designer and manufacturer of medical imaging
systems and critical electronic subsystems) in fiscal 1993; Bertan (a designer
and manufacturer of precision high voltage power supplies and instrumentation
for medical and industrial applications) in fiscal 1994; Gendex-Del (a
manufacturer of medical imaging systems) in fiscal 1996 and X-Ray Technologies,
Inc. ( a manufacturer of medical imaging systems) in fiscal 1998. The Company's
net sales have increased from approximately $24.3 million in fiscal 1994 to
approximately $62.3 million in fiscal 1998, a compounded annual growth rate of
26.5%.
During the past five years the Company has grown internally and
through acquisitions into a company whose predominant business is serving the
medical imaging and diagnostic markets. The Company's net sales attributable to
medical imaging products have increased from approximately $9.4 million or 38.7%
of total net sales in fiscal 1994 to approximately $35.6 million or 65% of total
net sales and approximately $43.9 million or 71% of total net sales in fiscal
years 1997 and 1998, respectively.
Management believes that recent cost containment trends in the
healthcare industry have created opportunities for its cost-effective medical
imaging products in domestic and international markets. Some of these trends are
increased demand for lower cost medical equipment, outsourcing of systems and
critical electronic subsystems by leading original equipment manufacturers
("OEMs"), increased demand for certain diagnostic procedures and lower cost
medical services in the global marketplace.
RESULTS OF OPERATIONS
Net sales for the three months ended October 31, 1998 were
approximately $14.8 million as compared to approximately $13.5 million for the
three months ended November 1, 1997, an increase of 9.9%. The increase is due to
internal growth from existing operations.
Cost of sales, as a percentage of net sales for the three
months ended October 31, 1998, was 58.6% compared to 59.7% for the prior
corresponding period. This improvement in margins is due to the change in
product mix in the period and operating efficiencies.
Research and development expenses increased to approximately
$1.4 million for the three months ended October 31, 1998 from approximately $1.2
million for the three months ended November 1, 1997, an increase of 15.8%. The
increase was primarily due to new product development. The Company continues to
invest in research and development in order to introduce new state-of-the-art
products for its medical and industrial markets.
Selling, general and administrative expenses were approximately
$2.6 million, or 17.7% of net sales, for the three months ended October 31, 1998
as compared to approximately $2.4 million, or 17.8% of net sales, for the same
period in the prior year, a decrease of .1%.
Net interest expense was approximately $7,000 for the three
months ended October 31, 1998 as compared to interest income of approximately
$54,000 for the corresponding period in the prior year. Interest expense
resulted because imputed interest and bank commitment fees exceeded net interest
income for the quarter.
Income tax expense was 31% of pre-tax income for the three
months ended October 31, 1998 and 32% for the three months ended November 1,
1997. The decrease from statutory rates is primarily due to sales being made
through the Company's Foreign Sales Corporation, research and development and
other tax credits.
Net income increased to approximately $1,429,000 for the three
months ended October 31, 1998, an increase of 13.7% from approximately
$1,257,000 million for the prior corresponding period. Basic earnings per share
-9-
at October 31, 1998 increased to $.19 from $.17 at November 1, 1997, an increase
of 11.8%. Diluted earnings per share increased to $.18 at October 31, 1998 from
$.15 at November 1, 1997, an increase of 20%. The number of common shares
outstanding increased to 7,648,413 at October 31, 1998 from 7,439,410 at
November 1, 1997 and the number of common shares and common share equivalents
decreased to 8,142,557 at October 31, 1998 from 8,171,999 at November 1, 1997.
The increase in net income for the three month period ended October 31, 1998 is
primarily due to higher sales and improved gross margins.
The backlog of unshipped orders at October 31, 1998 was
approximately $38.9 million.
LIQUIDITY AND CAPITAL RESOURCES
The Company has funded its operations and acquisitions through
a combination of cash flow from operations, bank borrowing and the issuance of
the Company's common stock.
Working Capital. At October 31, 1998 and August 1, 1998, the
Company's working capital was approximately $43.0 million and $41.7 million,
respectively. At such dates the Company had approximately $2.0 million and $3.4
million, respectively, in cash and cash equivalents.
Trade receivables at October 31, 1998 increased approximately
$870,000 as compared to August 1, 1998, primarily due to increased sales levels.
Cost and estimated earnings in excess of billings on
uncompleted contracts increased to approximately $4.2 million at October 31,
1998 from approximately $3.3 million at August 1, 1998 due to additional work
performed in the quarter on long term contracts accounted for under the
percentage of completion method of accounting.
Inventory at October 31, 1998 increased approximately $2.1
million as compared to August 1, 1998, primarily because of additional
production requirements of a major new OEM contract which increased in the
quarter at Gendex-Del Medical Imaging Corp.
Prepaid expenses and other current assets at October 31, 1998
increased approximately $517,000 as compared to August 1, 1998 due to increases
in prepaid show expenses and prepaid expenses related to increased acquisition
activity.
Trade accounts payable increased approximately $1.2 million at
October 31, 1998 from August 1, 1998, primarily because of the increased
inventory requirements of a major new OEM contract.
Credit Facility and Borrowing. At October 31, 1998, the Company
had a $14.0 million revolving credit line and a $10.0 million acquisition credit
line. The available portion of the revolving credit line was approximately $13.3
million, after deducting outstanding letters of credit of approximately $148,000
and $9.5 million was available under its acquisition credit line.
Capital Expenditures. The Company continues to invest in
capital equipment, principally for its manufacturing operations, in order to
improve its manufacturing capability and capacity. The Company has expended
approximately $692,000 for capital equipment for the three month period ended
October 31, 1998.
The Company anticipates that cash generated from operations and
amounts available under its bank lending facilities will be sufficient to
satisfy its current operating cash needs.
Shareholders' Equity. Shareholders' equity increased to
approximately $60.3 million at October 31, 1998 from approximately $59.5 million
at August 1, 1998, primarily due to the results of operations. Additionally,
during the period 12,224 stock options were exercised, with proceeds of $42,449
and 89,100 shares of common stock were repurchased at a cost of $682,404.
Year 2000. The Company has initiated a company-wide program and
developed a formal plan to identify, evaluate and implement changes to products,
computer systems, applications and infrastructure necessary to achieve a year
2000 date conversion with no effect on customers or disruption to business
operations. These actions are necessary to ensure that all systems and business
applications will recognize and process the year 2000 and beyond.
The Company uses purchased software programs for a variety of
functions, including drafting and design, general accounting and manufacturing
applications. Currently, all of the Company's products and software for design
-10-
and drafting applications are fully compliant. The Company's systems for general
accounting and manufacturing have been evaluated and steps to achieve compliance
are being implemented and are expected to be fully compliant by July 31, 1999,
although there can be no assurance that it will. At this time, the Company
believes that it does not have any internal mission critical year 2000 issues
that it cannot remedy.
As part of the year 2000 readiness process, significant
customers, service providers, vendors and suppliers who are believed to be
critical to business operations after January 1, 2000 have been identified and
steps are underway in an attempt to reasonably ascertain their stage of
readiness. The Company is surveying them primarily through written
correspondence. With respect to mission critical third parties the Company
intends to create contingency plans to mitigate its exposure to such third
parties that are not year 2000 compliant. In the event any mission critical
third parties do not achieve full compliance, the Company believes it has
sufficient alternative resources upon which to rely. Despite its efforts to
ascertain the readiness of its customers, suppliers and service providers, the
Company cannot be certain as to the actual year 2000 readiness of these third
parties or the impact their non-compliance may have on the Company's future
financial position, the results of its operations or its cash flows.
With respect to the Company's internal year 2000 compliance,
the Company expects to incur internal staff costs, as well as consulting and
other expenses and believes that the total costs to be incurred for all year
2000 compliance related projects will not have a material effect on the
Company's future financial position, results of its operations or its cash
flows.
The Company expects to achieve full compliance no later than
September 30, 1999.
EFFECTS OF NEW ACCOUNTING PRONOUNCEMENTS
Reporting Comprehensive Income. In June 1997, the FASB issued
SFAS No. 130, "Reporting Comprehensive Income." This statement is effective for
years beginning after December 15, 1997. Management has evaluated the effect of
this statement on its financial reporting from the adoption of this statement
and has found that no further disclosures are needed.
Disclosures About Segments of an Enterprise and Related
Information. In June 1997, the FASB issued SFAS No. 131, "Disclosures About
Segments of an Enterprise and Related Information." SFAS No. 131 requires the
reporting of profit and loss, specific revenue and expense items and assets for
reportable segments. It also requires the reconciliation of total segment
revenues, total segment profit and loss, total segment assets and other amounts
disclosed for segments, to the corresponding amounts in the general purpose
financial statements. This statement is effective for fiscal years commencing
after December 15, 1997. The Company has not yet determined what additional
disclosures may be required in connection with adopting SFAS No. 131.
Disclosures about Pensions and Other Postretirement Benefits.
In February 1998, the FASB issued SFAS No. 132, "Employers Disclosures about
Pensions and Other Postretirement Benefits." This statement revises employers'
disclosures about pensions and other postretirement benefit plans. SFAS No. 132
is effective for fiscal years beginning after December 15, 1997. Management does
not anticipate that this statement will have a significant effect on the
Company's consolidated financial statements.
Disclosures about Derivative Instruments and Hedging
Activities. In June 1998, the FASB issued SFAS No. 133, "Accounting for
Derivative Instruments and Hedging Activities." SFAS No. 133 establishes
accounting and reporting standards for derivative instruments and hedging
activities. SFAS No. 133 is effective for all fiscal years beginning after
December 15, 1999. Management does not anticipate that this statement will have
any effect on the Company's consolidated financial statements.
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not applicable.
-11-
PART II
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults on Senior Securities
None
Item 4. Submission to a Vote of Security Holders
None
Item 5. Other Information
(a) At the November 10, 1998 meeting of the Company's Board
of Directors, Roger J. Winston was elected a director
of the Company until the next Annual Meeting of
Shareholders scheduled to be held on February 11, 1999.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: Exhibit 11 - Computation of Earnings per
Common Share
Exhibit 27 - Financial Data Schedule
(b) Report on Form 8-K: None
-12-
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
DEL GLOBAL TECHNOLOGIES CORP.
/S/LEONARD A. TRUGMAN
---------------------
Leonard A. Trugman
Chairman of the Board,
Chief Executive Officer
and President
/S/MICHAEL H. TABER
---------------------
Michael H. Taber
Chief Financial Officer,
Vice President of Finance
and Secretary
Dated: December 11, 1998
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