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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 December 31, 1998
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934.
For the transition period from ____ to _____
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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
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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 February 11, 1999, 44,133,325 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.
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HMT TECHNOLOGY CORPORATION
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 1998
PART I FINANCIAL INFORMATION Page
Item 1. Financial Statements
Condensed Consolidated Balance Sheets at December 31, 1998
and March 31, 1998 .........................................4
Condensed Consolidated Statements of Operations for the three
and nine month periods ended December 31, 1998 and 1997 ....5
Condensed Consolidated Statements of Cash Flows for the
nine month periods ended December 31, 1998 and 1997 ........6
Notes to Condensed Consolidated Financial Statements ...........7
Item 2. Management's Discussion and Analysis of Consolidated Financial
Condition and Results of Operations ........................9
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K ...............................14
Signatures .....................................................15
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
HMT TECHNOLOGY CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
December 31, March 31,
1998 1998
------------ ------------
(Unaudited) (Audited)
ASSETS
Current assets:
Cash and cash equivalents........................ $36,739 $24,985
Receivables, net................................. 49,023 70,660
Inventories...................................... 27,107 18,400
Deposits, prepaid expenses and other assets...... 894 629
Deferred income taxes............................ 12,249 12,249
------------ ------------
Total current assets..................... 126,012 126,923
Property, plant and equipment, net................. 328,547 343,856
Other assets....................................... 6,379 7,444
------------ ------------
Total assets................................ $460,938 $478,223
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable................................. $22,078 $27,301
Accrued liabilities.............................. 7,116 8,270
Obligations under capital leases --
current portion................................ 577 2,653
------------ ------------
Total current liabilities................ 29,771 38,224
Long-term liabilities.............................. 7,035 7,984
Convertible subordinated promissory notes.......... 230,000 230,000
Obligations under capital leases, net
of current portion............................. 118 555
Deferred tax liability, long term.................. 19,008 19,008
------------ ------------
Total liabilities........................ 285,932 295,771
Stockholders' equity:
Common Stock..................................... 44 43
Additional paid-in capital....................... 112,472 109,164
Retained earnings ............................... 139,139 149,894
Distribution in excess of basis.................. (76,649) (76,649)
------------ ------------
Total stockholders' equity............... 175,006 182,452
------------ ------------
Total liabilities and stockholders' equity.. $460,938 $478,223
============ ============
See accompanying notes
HMT TECHNOLOGY CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
Three Months Ended Nine Months Ended
December 31, December 31,
------------------------- -------------------------
1998 1997 1998 1997
------------ ------------ ------------ ------------
(Unaudited) (Unaudited)
Net sales ................... $69,792 $98,556 $183,556 $265,839
Cost of sales ............... 62,582 61,538 158,974 164,764
------------ ------------ ------------ ------------
Gross profit .............. 7,210 37,018 24,582 101,075
------------ ------------ ------------ ------------
Operating expenses:
Research and development .. 2,368 2,229 7,185 6,411
Selling, general and
administrative ........... 4,056 3,408 8,934 10,519
Restructuring expenses .... 15,662 -- 15,662 --
------------ ------------ ------------ ------------
Total operating expenses . 22,086 5,637 31,781 16,930
------------ ------------ ------------ ------------
Operating income (loss) ..... (14,876) 31,381 (7,199) 84,145
Interest expense, net ....... 2,772 2,138 8,168 5,711
------------ ------------ ------------ ------------
Income (loss) before income
tax provision (benefit).... (17,648) 29,243 (15,367) 78,434
Income tax provision
(benefit) ................. (5,294) 8,773 (4,610) 23,531
------------ ------------ ------------ ------------
Net income (loss) ........ ($12,354) $20,470 ($10,757) $54,903
============ ============ ============ ============
Net income (loss) available
for common stockholders
per share:
Basic..................... ($0.28) $0.48 ($0.25) $1.31
============ ============ ============ ============
Diluted................... ($0.28) $0.37 ($0.25) $1.01
============ ============ ============ ============
Shares used in computing
per share amounts:
Basic..................... 43,822 42,768 43,602 41,912
============ ============ ============ ============
Diluted................... 43,822 55,099 43,602 54,463
============ ============ ============ ============
See accompanying notes
HMT TECHNOLOGY CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Nine Months Ended
December 31,
-------------------------
1998 1997
------------ ------------
(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) ................................ ($10,757) $54,903
Adjustments to reconcile net income (loss)
to net cash used in operations:
Depreciation and amortization ................. 39,432 28,846
Equipment & spare part writedowns ............. 13,657 --
Changes in operating assets and liabilities:
Receivables ................................. 21,637 (14,840)
Inventories ................................. (9,525) (4,959)
Deposits, prepaid expenses and other assets . (265) (579)
Accounts payable ............................ (5,221) (877)
Accrued liabilities ......................... (1,154) 13,346
Lomg term liabilities ....................... (949) 4,753
------------ ------------
Net cash provided by operating activities. 46,855 80,593
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CASH FLOWS FROM INVESTING ACTIVITIES:
Expenditures for property, plant and equipment ... (36,962) (105,538)
Decrease in other assets ......................... 1,065 519
------------ ------------
Net cash used in investing activities .... (35,897) (105,019)
------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on obligations under capital
leases ........................................ (2,513) (2,141)
Proceeds from issuance of Common Stock ........... 3,309 18,191
------------ ------------
Net cash provided by financing activities. 796 16,050
------------ ------------
Net increase (decrease) in cash and cash
equivalents ...................................... 11,754 (8,376)
Cash and cash equivalents at beginning of period .. 24,985 55,058
------------ ------------
Cash and cash equivalents at end of period ........ $36,739 $46,682
============ ============
See accompanying notes
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 December 31, 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.
December 31, March 31,
1998 1998
------------ ------------
(in thousands)
Raw materials..................... $6,690 $7,498
Work-in-process................... 4,818 6,024
Finished goods.................... 15,599 4,878
------------ ------------
$27,107 $18,400
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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 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.
Restructuring Charge
During the third quarter of fiscal 1999, the Company announced and
completed a restructuring plan, which included a work force reduction of
approximately 300 employees and the consolidation of the Company's
manufacturing operations. The plan was primarily aimed at improving
costs efficiencies by retiring older equipment and eliminating excess
capacity. The Company recorded a total charge of $15.7 million, which
included a non-cash charge of $13.7 million for equipment and related spare
parts taken out of service during the quarter. The restructuring charge also
included a charge of $1.8 million for severance costs, which were paid in full
during the third fiscal quarter, and a provision of $200,000 for contract
services in connection with the restructuring plan.
Other
During the third quarter of fiscal 1999, the Company recorded a $2.3
million charge for inventory revaluation (included in cost of sales) and
a $1.5 million charge for uncollectible receivables (included in
selling, general and administrative expenses).
2. COMPUTATION OF NET INCOME (LOSS) PER SHARE
The following table sets forth the computation of basic and diluted
earnings per share (in thousands, except per share data):
[CAPTION]
Three Months Ended Nine Months Ended
December 31, December 31,
------------------------- -------------------------
1998 1997 1998 1997
------------ ------------ ------------ ------------
Basic:
Weighted average shares
outstanding for the
period.................. 43,822 42,768 43,602 41,912
------------ ------------ ------------ ------------
Shares used in computing
per share amounts....... 43,822 42,768 43,602 41,912
============ ============ ============ ============
Net income (loss)
available for common
stockholders............ ($12,354) $20,470 ($10,757) $54,903
============ ============ ============ ============
Net income (loss)
available for common
stockholders per share.. ($0.28) $0.48 ($0.25) $1.31
============ ============ ============ ============
Diluted (1):
Weighted average shares
outstanding for the
period.................. 43,822 42,768 43,602 41,912
Net effect of dilutive
stock options based on
the treasury stock
method using average
market price............ -- 2,647 -- 2,885
Assumed conversion of
5 3/4% convertible
subordinated notes...... -- 9,684 -- 9,684
------------ ------------ ------------ ------------
Shares used in computing
per share amounts....... 43,822 55,099 43,602 54,481
============ ============ ============ ============
Net income (loss)
available for common
stockholders............ ($12,354) $20,470 ($10,757) $54,903
subordinated note
Add 5 3/4% convertible
subordinated note
interest, net of
interest capitalized
and income tax effect... -- 1,841 -- 4,717
------------ ------------ ------------ ------------
Net income (loss)
available for common
stockholders............ ($12,354) $22,311 ($10,757) $59,620
============ ============ ============ ============
Net income (loss)
available for common
stockholders per share.. ($0.28) $0.40 ($0.25) $1.09
============ ============ ============ ============
(1) Diluted EPS for the three and nine months ended Decenber 31, 1998 does not
assume conversion of the Company's 5 3/4% convertible subordinated notes,
as the effect would be anti-dilutive.
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 and in the Company's Annual Report on
Form 10-K for the year ended March 31, 1998, 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 December 31, 1997 and 1998. Net sales for
the three months ended December 31, 1998 were $69.8 million, down 29.2%
from the $98.6 million reported in the three months ended December 31,
1997. For the first nine months of fiscal 1999, net sales of $183.6
million were $82.3 million, or 31.0% lower than the same period in
fiscal 1998. Unit sales volume decreased 17.2% during the three months
ended December 31, 1998, while average selling prices declined 14.5%,
compared to the three months ended December 31, 1997. The decrease in
unit sales volume during the three months ended December 31, 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 a decline in average selling prices. Future
sales will depend largely upon customer demand, unit shipments and
production volumes.
During the three months ended December 31, 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 10.3% of net sales for the three
months ended December 31, 1998, compared with 37.6% for the three months
ended December 31, 1997. The decline in gross margin during the three
months ended December 31, 1998 was primarily a result of higher unit production
costs and the decline in average selling prices versus the comparable period
in fiscal 1998. Additionally the Company recorded a $2.3 million charge for
inventory revaluation (included in cost of sales). Third quarter unit
production costs rose as fixed costs were absorbed over lower unit production
volumes. Production volumes decreased 35% in the third quarter of fiscal 1999,
compared with the third 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 implementing a
restructuring plan during the third quarter of fiscal 1999. Under this
plan, the Company reduced it's workforce by approximately 300 employees and
eliminated third quarter fiscal 1999 bonuses for all of the Company's
personnel.
Research and Development. Research and development expenses increased
$139,000 in the three months ended December 31, 1998, compared to the
same period in 1997. Research and development 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 expanded programs.
Selling, General and Administrative. Selling, general and administrative
expenses increased $648,000 in the three months ended December 31, 1998,
compared to the same period in the prior fiscal year. During the third quarter
of fiscal 1999, the Company recorded a $1.5 million charge for uncollectible
receivables (included in selling, general and administrative expenses).
Excluding this charge, selling general and administrative expenses decreased
$852,000. This 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 implementing a restructuring plan which
eliminated certain administrative positions and all third quarter fiscal 1999
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.
Restructuring Charge
During the third quarter of fiscal 1999, the Company announced and
completed a restructuring plan, which included a work force reduction of
approximately 300 employees and the consolidation of the Company's
manufacturing operations. The plan was primarily aimed at improving
costs efficiencies by retiring older equipment and eliminating excess
capacity. The Company recorded a total charge of $15.7 million, which
included a non-cash charge of $13.7 million for equipment and related spare
parts taken out of service during the quarter. The restructuring charge also
included a charge of $1.8 million for severance costs, which were paid in full
during the third fiscal quarter, and a provision of $200,000 for contract
services in connection with the restructuring plan.
Interest Expense, Net. Net interest expense increased $634,000 during
the three months ended December 31, 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 December 31,
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 $11.8 million to $36.8 million at
December 31, 1998 from $24.9 million at March 31, 1998. Cash flows from
operations were $46.9 million for the nine-month period ended December 31,
1998 as compared to $80.6 million in the comparable period of 1997. Cash
generated during the nine months ended December 31, 1998 reflected net income
adjusted for non-cash changes including depreciation and amortization and
equipment writedowns (taken as a result of the restructuring change) and a
decrease in receivables offset by an increase in inventories and a decrease in
accounts payable and accrued liabilities. Decreased sales and lower margins
contributed to the decline in positive cash flow provided by operations during
the nine months ended December 31, 1998 as compared to the nine months ended
December 31, 1997.
The Company invested $36.9 million and $105.5 million in property,
plant and equipment during the nine months ended December 31, 1998 and
1997, respectively. The Company currently expects to spend approximately
$50 million over the next twelve months on property, plant & equipment.
Cash used by financing activities for the first nine months of fiscal
1999 reflected $2.5 million in principal payments on capital leases,
offset by $3.3 million in cash received for employee stock purchases.
As of December 31, 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 $50 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 December 31, 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 of the Company. However, if such
modifications and conversions are not made, or not completed on a timely
basis, the Year 2000 issue could have a material adverse effect on the
Company. Furthermore, the costs of such conversions and updates are
based on estimates, which are derived utilizing numerous assumptions of
future events, including, 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.
The Company is initiating 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 Year 2000 compliant. A failure to take appropriate
remediation measures by another company, or remediation that is
incompatible with the Company's systems, could have a material adverse
effect on the Company. As of December 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 is currently working with its customers and suppliers, to
address their Year 2000 compliance in a timely manner. The Company
anticipates completion of this effort on or about June 30, 1999; however,
should the Company's customers or suppliers fail to address Year 2000 issues,
the Company could be adversely affected. 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 could have a material adverse effect on the
Company. 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 could also have a material adverse effect on
the Company.
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
1999.
Part II Other Information
Item 4. Submission of Matters to a Vote of Security Holders
Not applicable
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
(b) Reports on Form 8-K:
During the quarter ended December 31, 1998, the Company did not file
any reports on Form 8-K.
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: February 1, 1999 BY: /s/ Peter S. Norris
Peter S. Norris
Vice President and
Chief Financial Officer
Date: February 1, 1999 BY: /s/ Ronald L. Schauer
Ronald L. Schauer
President and
Chief Executive Officer
EXHIBIT INDEX
(a) Exhibits:
Exhibit No.
10.69 Revolving Credit Agreement
27.1 Financial Data Schedule.