1 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 September 30, 1999 Commission File Number 0-23599 MERCURY COMPUTER SYSTEMS, INC. (Exact name of registrant as specified in its charter) MASSACHUSETTS 04-2741391 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 199 RIVERNECK ROAD CHELMSFORD, MA 01824 (Address of principal executive offices) (Zip Code) 978-256-1300 (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 --- --- Number of shares outstanding of the issuer's classes of common stock as of October 29, 1999: Class Number of Shares Outstanding -------------------------------------- ---------------------------- Common Stock, par value $.01 per share 10,420,177 Total number of pages 15 2 MERCURY COMPUTER SYSTEMS, INC. INDEX PAGE NUMBER ----------- PART I. FINANCIAL INFORMATION Item 1. Consolidated Financial Statements Consolidated Balance Sheets as of September 30, 1999 and June 30, 1999 3 Consolidated Statements of Operations for the Three Months Ended September 30, 1999 and September 30, 1998 4 Consolidated Statements of Cash Flows for the Three Months Ended September 30, 1999 and September 30, 1998 5 Notes to Consolidated Financial Statements 6-8 Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations 9-12 Item 3. Quantitative and Qualitative Disclosures about Market Risk 13 PART II. OTHER INFORMATION Item 2. Use of Proceeds from Registered Securities 13 Item 6. Exhibits and Reports Filed on Form 8-K 13 SIGNATURE 14 EXHIBIT INDEX 15 2 3 PART I. FINANCIAL INFORMATION ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS MERCURY COMPUTER SYSTEMS, INC. CONSOLIDATED BALANCE SHEETS (In thousands, except share data) September 30, June 30, 1999 1999 ----------- ------- (Unaudited) ASSETS Current assets: Cash and cash equivalents $ 8,759 $ 3,676 Marketable securities 19,772 12,762 Trade accounts receivable, net of allowance for doubtful accounts of $360 and $376 at September 30, 1999 and June 30, 1999, respectively 24,277 28,915 Inventory 13,318 12,431 Deferred income taxes, net 2,617 2,617 Prepaid expenses and other current assets 990 1,392 -------- ------- Total current assets 69,733 61,793 Marketable securities 8,168 8,978 Investment in joint venture 1,985 -- Property and equipment, net 25,020 25,325 Deferred income taxes, net 668 668 Other assets 635 747 -------- ------- Total assets $106,209 $97,511 ======== ======= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 3,075 $ 5,580 Accrued expenses 3,014 3,694 Accrued compensation 5,109 4,292 Capital lease - short term 469 434 Billings in excess of revenues and customer advances 1,158 3,169 Income taxes payable 6,649 2,312 -------- ------- Total current liabilities 19,474 19,481 Capital lease - long term 540 590 Stockholders' equity: Common stock, $.01 par value: 25,000,000 shares authorized; 10,366,037 and 10,310,877 shares issued and outstanding At September 30, 1999 and June 30, 1999, respectively 104 103 Additional paid-in capital 28,860 28,515 Retained earnings 57,237 48,945 Accumulated other comprehensive loss (6) (123) -------- ------- Total stockholders' equity 86,195 77,440 -------- ------- Total liabilities and stockholders' equity $106,209 $97,511 ======== ======= The accompanying notes are an integral part of the consolidated financial statements 3 4 MERCURY COMPUTER SYSTEMS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited and In thousands except per share data) Three months ended September 30, 1999 1998 ------- ------- Net revenue $37,863 $24,062 Cost of revenue 10,037 8,460 ------- ------- Gross profit 27,826 15,602 Operating expenses: Selling, general and administrative 9,105 7,358 Research and development 5,537 4,707 ------- ------- Total operating expenses 14,642 12,065 ------- ------- Income from operations 13,184 3,537 Interest income, net 304 369 Equity loss in joint venture (515) -- Other income (expenses), net (16) 45 ------- ------- Income before income taxes 12,957 3,951 Provision for income taxes 4,665 1,422 ------- ------- Net income $ 8,292 $ 2,529 ======= ======= Net income per share Basic $ .80 $ .25 ======= ======= Diluted $ .75 $ .24 ======= ======= Weighted average shares outstanding Basic 10,344 10,026 ======= ======= Diluted 11,083 10,620 ======= ======= The accompanying notes are an integral part of the consolidated financial statements 4 5 MERCURY COMPUTER SYSTEMS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited and in thousands) Three months ended September 30, 1999 1998 -------- ------- Cash flows provided from operating activities: Net income $ 8,292 $ 2,529 Adjustments to reconcile net income to net cash Provided by (used in) operating activities: Depreciation and amortization of property and equipment 1,179 830 Amortization of capitalized software development costs 78 121 Equity loss in joint venture 515 -- Provision for inventory write-downs 1,247 1,625 Changes in assets and liabilities: Trade accounts receivable 4,671 (2,798) Inventory (2,117) (59) Prepaid expenses and other current assets 408 197 Other assets 41 9 Accounts payable (2,510) 563 Accrued expenses and compensation 126 736 Billings in excess of revenues and customer advances (2,011) (172) Income taxes payable 4,334 448 -------- ------- Net cash provided by operating activities 14,253 4,029 -------- ------- Cash flows from investing activities: Purchase of marketable securities (17,482) (8,963) Sale of marketable securities 11,263 8,651 Purchases of property and equipment (755) (2,737) Investment in joint venture (2,500) -- Capitalized software development costs -- (225) -------- ------- Net cash used in investing activities (9,474) (3,274) -------- ------- Cash flows from financing activities: Proceeds from exercise of stock options 344 421 Principal payments under capital lease obligations (110) (49) -------- ------- Net cash provided by financing activities 234 372 -------- ------- Net increase in cash and cash equivalents 5,013 1,127 Effect of exchange rate change on cash and cash equivalents 70 26 Cash and cash equivalents at beginning of period 3,676 6,054 -------- ------- Cash and cash equivalents at end of period $ 8,759 $ 7,207 ======== ======= Cash paid during the period for: Interest $ 19 $ -- Income taxes 265 844 The accompanying notes are an integral part of the consolidated financial statements 5 6 MERCURY COMPUTER SYSTEMS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (TABLES IN THOUSANDS EXCEPT PER SHARE DATA) A. BASIS OF PRESENTATION These consolidated financial statements should be read in conjunction with the Company's financial statements and footnotes included in the Company's Form 10-K, filed with the Securities and Exchange Commission. In the opinion of management, the accompanying unaudited financial statements include all adjustments, consisting of normal recurring adjustments, necessary to present fairly the consolidated financial position, results of operations and cash flows of Mercury Computer Systems, Inc. B. INVENTORY SEPTEMBER 30, JUNE 30, 1999 1999 ------- ------- Raw materials $ 3,723 $ 3,508 Work in process 8,295 6,841 Finished goods 1,300 2,082 ------- ------- Total $13,318 $12,431 ======= ======= C. NET INCOME PER COMMON SHARE The following table sets forth the computation of basic and diluted net income per common share: THREE MONTHS ENDED SEPTEMBER 30, 1999 1998 ------- ------- Net income $ 8,292 $ 2,529 ======= ======= Shares used in computation: Weighted average common shares outstanding used in computation of basic net income per share 10,344 10,026 Dilutive effect of stock options 739 594 ------- ------- Shares used in computation of diluted net income per share 11,083 10,620 ======= ======= Basic net income per share $ .80 $ .25 ======= ======= Dilutive net income per share $ .75 $ .24 ======= ======= Options to purchase 25,587 and 83,538 shares of common stock were outstanding during the three months ended September 30, 1999 and September 30, 1998, respectively, but were not included in the calculation of diluted net income per common share because the option price was greater than the average market price of the common shares during the period. D. NEW ACCOUNTING PRONOUNCEMENTS In June 1999, the Financial Accounting Standards Board issued SFAS No. 137, "Accounting for Derivative Instruments and Hedging Activities - Deferral of the Effective Date of FASB Statement No. 133." SFAS No. 137 amends SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities" which was issued in June 1998. SFAS No. 137 defers the effective date of SFAS No. 133 to all fiscal quarters beginning after June 15, 2000. Accordingly, the Company will adopt the provisions of SFAS No. 133 for its fiscal year 2001, which commences on July 1, 2000. SFAS No. 133 requires that all derivative instruments be recorded on the balance sheet at their fair 6 7 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED (TABLES IN THOUSANDS EXCEPT PER SHARE DATA) value. Changes in the fair value of derivatives are recorded each period in current earnings or accumulated other comprehensive income, depending on whether a derivative is designated as part of a hedge transaction and the type of hedge transaction. Management anticipates that, due to its limited use of derivative instruments, the adoption of SFAS No. 133 will not have a material impact on its financial position or results of operations. E. COMPREHENSIVE INCOME Mercury's total comprehensive income was as follows: THREE MONTHS ENDED SEPTEMBER 30, 1999 1998 ------ ------ Net income $8,292 $2,529 Other comprehensive income, net of tax: Foreign currency translation adjustments 88 17 Unrealized gain or (loss) on securities (12) 27 ------ ------ Other comprehensive income 76 44 ------ ------ Total comprehensive income $8,368 $2,573 ====== ====== F. OPERATING SEGMENT AND GEOGRAPHIC INFORMATION The Company has eight principal operating segments: North American defense and commercial, medical imaging, international defense and commercial, shared storage, digital wireless, digital video, research and development, and other commercial businesses. These operating segments were determined based upon the nature of the products offered to customers, the market characteristics of each operating segment, and the Company's management structure. The Company has five reportable segments: North American defense and commercial segment, medical imaging segment, shared storage segment, other defense and commercial segment, and research and development segment. The other defense and commercial segment is comprised of international defense and commercial, digital wireless, digital video, and other commercial businesses unrelated to the defense, medical imaging or shared storage businesses. The accounting policies of the business segments are the same as those described in "Note B: Summary of Significant Accounting Policies" in the Company's Annual Report on Form 10-K for the year ended June 30, 1999. Operating segment information for the three month period ended September 30, 1999: North American Other Defense Research Defense and Medical Shared and and Commercial Imaging Storage Commercial Development Segment (2) Segment Segment Segment Segment Corporate Consolidated ----------- ------- ------- ------- ------- --------- ------------ THREE MONTHS ENDED SEPTEMBER 30, 1999: Sales to unaffiliated customers $30,253 $4,961 $ 372 $2,277 -- -- $37,863 Income (loss) before taxes (1) 21,939 2,018 (549) 399 (5,225) (5,625) 12,957 Depreciation/amort. expense 34 11 21 34 272 885 1,257 THREE MONTHS ENDED SEPTEMBER 30, 1998: Sales to unaffiliated customers $18,395 $3,132 $ 563 $1,972 -- -- $24,062 Income (loss) before taxes (1) 11,505 1,278 (389) 661 (4,475) (4,629) 3,951 Depreciation/amort. expense 36 20 19 35 266 575 951 (1) Interest income, interest expense and foreign exchange gain/(loss) are reported in Corporate and not allocated to the principal operating segments. Only expenses directly related to an operating segment were charged to the appropriate operating segment. All other expenses for marketing and administrative support activities that could not be specifically identified with a principal operating segment were allocated to Corporate. 7 8 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED (TABLES IN THOUSANDS EXCEPT PER SHARE DATA) (2) The North American defense and commercial segment differs in definition from the defense market segment described in the Company's management discussion and analysis ("MD&A"). The defense market segment in the MD&A refers to the worldwide defense market. The North American defense and commercial segment is an operating segment as defined by Statement No. 131 and includes (I) the defense business in North America and (ii) a portion of the Company's North American commercial business. G. SUBSEQUENT EVENT On November 3, 1999, the Company completed a lending agreement with a commercial financing company, issuing two 7.30% senior secured financing notes ("the Notes"), due November 2014. The total principal value of the Notes amount to $14,500,000. The Company's corporate headquarters and an adjacent building with a combined cost basis of $17,670,000, secure the Notes. 8 9 ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS CERTAIN FACTORS THAT MAY AFFECT FUTURE RESULTS From time to time, information provided by the Company, statements made by its employees or information included in its filings with the Securities and Exchange Commission may contain statements which are not historical facts but which are "forward-looking statements" which involve risks and uncertainties. The words "may," "will," "expect," "anticipate," "continue", "estimate", "project," "intend" and similar expressions are intended to identify forward-looking statements regarding events, conditions and financial trends that may affect the Company's future plans of operations, business strategy, results of operations and financial position. These statements are based on the Company's current expectations and estimates as to prospective events and circumstances about which there can be no firm assurances given. Further, any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made. As it is not possible to predict every new factor that may emerge, forward-looking statements should not be relied upon as a prediction of actual future financial condition or results. Important factors that may cause the Company's actual results to differ from forward-looking statements are referenced in the Company's Form 10-K filed with the Securities and Exchange Commission. RESULTS OF OPERATIONS: REVENUES The Company's total revenues increased 57% from $24.1 million during the three months ended September 30, 1998 to $37.9 million during the three months ended September 30, 1999. Defense electronics revenues increased 73% from $17.8 million or 74% of total revenues during the three months ended September 30, 1998 to $30.6 million or 81% of total revenues during the three months ended September 30, 1999. The increase in revenues was due primarily to continued strong unit demand for defense electronics products, largely comprised of, advanced military applications in radar, sonar and airborne surveillance. Medical imaging revenues increased 58% from $3.1 million or 13% of total revenues during the three months ended September 30, 1998 to $5.0 million or 13% of total revenues during the three months ended September 30, 1999. The increase in medical imaging revenues reflects the Company's ongoing investment in this business, expansion into new modalities and the resulting increased unit demand. Other revenues decreased 28% from $3.2 million or 13% of total revenues during the three months ended September 30, 1998 to $2.3 million or 6% of total revenues during the three months ended September 30, 1999. COST OF REVENUES Cost of revenues increased 19% from $8.5 million during the three months ended September 30, 1998 to $10.0 million during the three months ended September 30, 1999. As a percent of total revenues, cost of revenues decreased from 35% for the three months ended September 30, 1998 to 26% for the three months ended September 30, 1999. This decrease in cost as a percentage of revenue was primarily due to a decline in component costs and the relationship of fixed manufacturing costs to the higher level of sales. SELLING, GENERAL AND ADMINISTRATIVE Selling, general, and administrative expenses increased 24% from $7.4 million during the three months ended September 30, 1998 to $9.1 million during the three months ended September 30, 1999. These increases reflect the hiring of additional sales and administrative personnel, increased commissions associated with higher sales volume, and the ongoing development of the Company's financial, administrative and management infrastructure to support the Company's growth. RESEARCH AND DEVELOPMENT Research and development expenses increased 18% from $4.7 million during the three months ended September 30, 1998 to $5.5 million during the three months ended September 30, 1999. The increase was due primarily to the hiring of additional software and hardware engineers to develop and enhance the features and functionality of the 9 10 Company's products in response to increased demand for next generation products. INCOME FROM OPERATIONS Income from operations increased 273% from $3.5 million during the three months ended September 30, 1998 to $13.2 million during the three months ended September 30, 1999. This increase is associated with higher sales volume coupled with improved operating efficiency. Included in income from operations during the three months ended September 30, 1999 were $372,000 in hardware and software revenues and $921,000 in direct expenses related to the shared storage business. Included in income from operations during the three months ended September 30, 1998 were $563,000 in hardware and software revenues and $952,000 in direct expenses related to the shared storage business. The direct expenses include expenses from marketing and engineering activities, primarily related to compensation, trade shows, prototype development and direct costs related to the sale of the product, including certain hardware costs. EQUITY LOSS IN JOINT VENTURE In September, 1999, the Company formed a new joint venture company ("AgileVision") with Sarnoff Corporation, the developer of color television and a pioneer in the creation of digital television ("DTV"). AgileVision will provide products and services that allow an economical entry point to DTV services, with the option of expanding performance and features to meet the demands of the evolving DTV audience. The Company's initial contribution to AgileVision was $2.5 million in cash. During the three months ended September 30, 1999, the Company recognized $515,000 in expenses related to the operation of AgileVision. No expenses were recognized during the three months ended September 30, 1998. PROVISION FOR INCOME TAX The Company recorded a tax rate of 36% during the three months ended September 30, 1999 as compared with a tax rate of 33% recorded during all of fiscal 1999. This increase in the tax rate is due to the expiration of the research and experimentation tax credit as of June 30, 1999. LIQUIDITY AND CAPITAL RESOURCES As of September 30, 1999, the Company had cash and marketable investments of approximately $36.7 million. During the three months ended September 30, 1999, the Company generated approximately $14.3 million in cash from operations compared to $4.0 million generated during the three months ended September 30, 1998. The increase in cash generated from operations was primarily due to increased profitability. Days sales outstanding was 58 days at September 30, 1999 and 1998. During the three months ended September 30, 1999, the Company's investing activities used cash of $9.5 million which consisted of $6.2 million for the purchase of marketable securities (net of sales), $2.5 million for the investment in a joint venture, and $755,000 for computers, furniture and equipment. During the three months ended September 30, 1998, the Company's investing activities used cash of $3.3 million, consisting of $1.8 million for the development of additional office space, $957,000 for computers, furniture and equipment, $312,000 for the purchase of marketable securities (net of sales) and $225,000 for capitalized software. During the three months ended September 30, 1999 and 1998, the Company's financing activities provided approximately $234,000 and $372,000, respectively, primarily due to the exercise of stock options by employees, partially offset by payments under capital lease obligations. On November 3, 1999, the Company completed a lending agreement with a commercial financing company, issuing two 7.30% senior secured financing notes ("the Notes"), due November 2014. The total principal value of the Notes amount to $14.5 million. The Company's corporate headquarters and an adjacent building with a combined cost basis of $17.7 million, secure the Notes. Management believes that the Company's available cash, cash generated from operations, and the cash to be received from the financing arrangement described above, will be sufficient to provide for the Company's working capital and capital expenditure requirements for the foreseeable future. If the Company acquires one or more businesses or products, the Company's capital requirements could increase substantially. In the event of such an acquisition or in the event that any unanticipated circumstances arise which significantly increase the Company's capital requirements, there can be no assurance that necessary additional capital will be available on terms 10 11 acceptable to the Company, if at all. YEAR 2000 COMPLIANCE The Company is aware of the potential for industry wide business disruption which could be caused by computer systems, software products and embedded micro-processing chips which may be coded to accept only two-digit entries in the date code field and may not be able to distinguish 20th century dates from 21st century dates. The Company believes it has a prudent plan in place to address these issues within our Company and our supply chain. State of Readiness. The Company has nearly completed the process of evaluating the Year 2000 readiness of hardware and software products sold by the Company ("Products"), information technology systems used in its operations ("IT Systems"), and its non-IT Systems such as building security, voice mail and other systems. This evaluation is being covered in a number of phases: (i) identification of all Products, IT Systems, and non-IT Systems; (ii) assessment of repair or replacement requirements; (iii) repair or replacement; (iv) testing; (v) implementation; and (vi) creation of contingency plans in the event of Year 2000 failures. Products. The Company has completed a review of the source code for all versions of its Products sold after January 1, 1997. Based on such review the Company believes that such Products are "Year 2000 Compliant," meaning that when used properly and in conformity with the product information provided by the Company, the product furnished by the Company will accurately store, display, process, provide, and/or receive data from, into, and between 1999 and 2000, including leap year calculations, provided that all technology used in combination with the Company product properly exchanges date data with the Company product. In general, software provided by the Company does not require the user to input date fields and depends instead on date information supplied by host operating systems not manufactured by the Company. Therefore, the assessment of whether a complete system or device in which a Product is embedded will operate correctly for an end-user depends in large part on the Year 2000 Compliance of the system's other components, most of which are supplied by parties other than the Company. For this reason, end-users must consult with the manufacturers of host operating systems and test such systems in their entirety for Y2K compliance. The Company has determined that it is not feasible to test versions of its Products sold prior to January 1, 1997. However, based on similarities in source code between prior and current Product versions, the Company believes that versions of its Products sold prior to January 1, 1997 are Year 2000 Compliant. IT and Non-IT Systems. The Company has compiled a comprehensive list of the Company's IT and non IT systems. Based on the Company's internal assessment, the Company believes that most of these systems are Year 2000 compliant. The source code underlying the Company's financial and accounting software has been reprogrammed and tested using the Company's internal technical resources. The Company has determined to its satisfaction that its financial and accounting system is Year 2000 Compliant. The Company has identified three IT Systems which are not Year 2000 Compliant and the Company expects to purchase, install and test upgrades for such non-compliant systems by the end of November, 1999. The Company does not believe these three IT systems, if not adequately upgraded, will adversely affect the Company's ability to deliver product to customers or manage the operations of the Company. The Company is dependent in part upon Microsoft software products to ensure completion of this task in a timely fashion. Third Parties. The Company relies, both domestically and internationally, upon various vendors, governmental agencies, utility companies, telecommunications service companies, delivery service companies and other service providers who are outside of Mercury's control. The Company has completed a questionnaire-based assessment of its primary vendors to assess their ability to continue to provide goods and services to the Company from, into and between 1999 and 2000. While the Company has received assurances from vendors regarding their Year 2000 compliance status, the Company may never be able to know with certainty whether its vendors are compliant. Failure of critical vendors to achieve Year 2000 compliance could result in delayed deliveries of products and services to the Company. If such delays are extensive, they could have a material adverse effect on the Company's business. Costs. Most of the Company's effort toward Year 2000 readiness is funded as ongoing operating expense. Expenditures directly related to the Year 2000 readiness program, consisting of dedicated staff and consulting services, are estimated at less than $1,000,000. Risks. The failure to correct a material Year 2000 problem could result in an interruption in, or a failure of, certain normal business activities. Such failures could materially and adversely affect the Company's results of operations, liquidity and financial condition. Due to the general uncertainty inherent with the Year 2000 issue, resulting in large part from the uncertainty of the Year 2000 readiness of third-parties outside of the Company's 11 12 control, the Company is unable to determine at this time whether the consequences of a Year 2000 failure will have a material impact on the Company's results of operations, liquidity, or financial position. The Year 2000 compliance project is expected to reduce, but not eliminate, the Company's level of uncertainty about the Year 2000 issue and in particular, about the Year 2000 compliance and readiness of its critical vendors. The Company believes that, with the completion of the Year 2000-compliance project as scheduled, the possibility of significant interruptions to normal operations should be reduced. Contingency Plan. The Company has developed a contingency plan for its information technology infrastructure as well as non-IT elements. This plan includes provisions for additional customer and facility support. The contingency plan also includes obtaining certain component parts in December 1999 rather than January 2000 in the event vendors encounter Year 2000 problems. 12 13 ITEM 3 Quantitative and Qualitative Disclosures about Market Risk INTEREST RATE RISK MANAGEMENT There were no material changes in the Company's exposure to market risk from June 30, 1999. PART II. OTHER INFORMATION ITEM 2. Use of Proceeds from Registered Securities: None ITEM 6. Exhibits and Reports Filed on Form 8-K (a) Exhibits. See Exhibit Index (b) Reports on Form 8-K. None. 13 14 MERCURY COMPUTER SYSTEMS, INC. SIGNATURE 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. MERCURY COMPUTER SYSTEMS, INC. Date: November 10, 1999 By: /s/ G. Mead Wyman /s/ -------------------------------- G. Mead Wyman Senior Vice President, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer) 14 15 MERCURY COMPUTER SYSTEMS, INC. EXHIBIT INDEX Exhibit Item # - ------ 10.1 199 Riverneck Road LLC $6,850,000, 7.30% Note Purchase Agreement 10.2 Riverneck Road LLC $7,650,000, 7.30% Note Purchase Agreement 27.1 Financial Data Schedule 15