-----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, CIloqp/jscF0iggx9VIUU6jYXN/SVt6EtDO9DVk6S/5KFLCETAePJJ1kTcODxgvo Cw/jZyr+av/Jdd8Yvpa3bQ== 0000903594-99-000093.txt : 19990713 0000903594-99-000093.hdr.sgml : 19990713 ACCESSION NUMBER: 0000903594-99-000093 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990528 FILED AS OF DATE: 19990712 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENVIRONMENTAL TECTONICS CORP CENTRAL INDEX KEY: 0000033113 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 231714256 STATE OF INCORPORATION: PA FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-10655 FILM NUMBER: 99662686 BUSINESS ADDRESS: STREET 1: COUNTY LINE INDUSTRIAL PARK CITY: SOUTHAMPTON STATE: PA ZIP: 18966 BUSINESS PHONE: 2153559100 MAIL ADDRESS: STREET 1: COUNTYLINE INDUSTRIAL PARK CITY: SOUTHAMPTON STATE: PA ZIP: 18966 FORMER COMPANY: FORMER CONFORMED NAME: ENVIRONMENTAL TECHNOLOGY CORP DATE OF NAME CHANGE: 19730208 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (Mark One) [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 28, 1999 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______ Commission File No. 1-10655 ENVIRONMENTAL TECTONICS CORPORATION (Exact name of registrant as specified in its charter) Pennsylvania 23-1714256 (State or other jurisdiction (IRS Employer of incorporation or organization Identification No.) COUNTY LINE INDUSTRIAL PARK SOUTHAMPTON, PENNSYLVANIA 18966 (Address of principal executive offices) (Zip Code) (215) 355-9100 (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 at least the past 90 days. Yes x No The number of shares outstanding of the registrant's common stock as of June 30, 1999 is: 6,841,628 PART I - FINANCIAL INFORMATION Item 1. Financial Statements Environmental Tectonics Corporation Consolidated Income Statements (unaudited) Three Months Ended May 28, May 29, 1999 1998 (thousands, except share and per share information) Net sales $8,295 $7,460 Cost of goods sold 4,877 4,711 Gross profit 3,418 2,749 Operating expenses: Selling and administrative 1,870 1,662 Research and development 122 88 1,992 1,750 Operating income 1,426 999 Other expenses: Interest expense 177 265 Other, net 18 22 195 287 Income before income taxes 1,231 712 Provision for income taxes 431 248 Income before minority interest 800 464 Income (loss) attributable to minority interest (35) - Net income $ 835 $ 464 Per share information: Income available to common shareholders $ 669 $ 386 Income per share: basic $ 0.11 $ 0.07 Income per share: diluted $ 0.10 $ 0.07 Number of shares: basic 6,293,000 5,180,000 Number of shares: diluted 6,925,000 5,620,000 Note: All share amounts have been restated to reflect a 2 for 1 stock split effective May 28, 1999. The accompanying notes are an integral part of the consolidated financial statements. Environmental Tectonics Corporation Consolidated Balance Sheets (unaudited) May 28, February 26, 1999 1999 (amounts in thousands, except share and per share information) Assets Current assets: Cash and cash equivalents $ 6,642 $ 5,344 Cash equivalents restricted for letters of credit 47 47 Accounts receivable, net 8,689 9,656 Costs and estimated earnings in excess of billings on uncompleted long-term contracts 8,304 10,416 Inventories 4,570 3,118 Deferred tax asset 1,136 1,136 Prepaid expenses and other current assets 625 787 30,013 30,504 Property, plant and equipment, at cost, net of accumulated depreciation of $7,652 at May 28, 1999 and $7,527 at Feb 26, 1999 2,823 2,842 Software development costs, net of accumulated amortization of $4,795 at May 28, 1999 and $4,619 at February 26, 1999 961 1,137 Other assets 991 965 Total assets $34,788 $35,448 Liabilities and Stockholders' Equity Liabilities Current liabilities: Current portion of long- term debt $ 121 $ 121 Accounts payable - trade 1,582 1,554 Billings in excess of costs and estimated earnings on uncompleted long-term contracts 6,071 6,775 Customer deposits 5,091 5,696 Accrued income taxes 1,120 920 Accrued liabilities 1,358 1,683 Total current liabilities 15,343 16,749 Long-term debt, less current portion: Subordinated debt 4,135 4,124 Other 61 95 4,196 4,219 Deferred income taxes 702 702 Total liabilities 20,241 21,670 Redeemable cumulative preferred stock, $100 par and redemption value; 25,000 shares authorized, issued and outstanding at May 29, 1998. (See Note 5) 0 2,372 Minority interest 341 376 Stockholders' Equity Common stock; $.05 par value; 10,000,000 shares authorized; 6,840,128 and 6,166,412 issued and outstanding at May 28, 1999 and February 26,1999, respectively 342 308 Capital contributed in excess of par value of common stock 5,720 3,240 Foreign currency exchange adjustment 14 21 Retained earnings 8,130 7,461 Total stockholders' equity 14,206 11,030 Total liabilities and stockholders' equity $34,788 $35,448 Note: All share amounts have been restated to reflect a 2 for 1 stock split effective May 28, 1999. The accompanying notes are an integral part of the consolidated financial statements. Environmental Tectonics Corporation Consolidated Statements of Cash Flows (unaudited) Three months ended May 28, May 29, 1999 1998 (amounts in thousands) Cash flows from operating activities: Net income $ 835 $ 464 Adjustments to reconcile net income to net cash (used) provided by operating activities: Depreciation and amortization 419 373 Provision for losses on accounts receivable and inventories 20 (14) Minority interest (35) 0 Changes in operating assets and liabilities: Accounts receivable 967 (321) Costs and estimated earnings in excess of billings on uncompleted long-term contracts 2,112 (2,909) Inventories (1,402) 429 Prepaid expenses and other assets 119 (99) Other assets (51) 0 Accounts payable 28 (235) Billings in excess of costs and estimated earnings on uncompleted long-term contracts (704) (105) Customer deposits (605) (463) Accrued income taxes 200 (699) Other accrued liabilities (325) 527 Payments under settlement agreements (30) (60) Net cash provided (used) by operating activities 1,548 (3,112) Cash flows from investing activities: Acquisition of equipment (207) (158) Capitalized software development costs 0 (99) Purchase of subsidiary, net 0 60 Net cash used in investing activities (207) (197) Cash flows from financing activities: Net borrowings under credit facility 0 4,164 Payment of dividends on preferred stock (38) (68) Increase in cash equivalents restricted for letters of credit 0 (10) Decrease in notes payable - related party 0 (500) issuance of common stock/warrants (12) 0 Capital leases/other 7 27 Net cash (used) provided by financing activities (43) 3,613 Net increase in cash and cash equivalents 1,298 304 Cash and cash equivalents at beginning of period 5,344 225 Cash and cash equivalents at end of period $ 6,642 $ 529 Supplemental schedule of cash flow information: Interest paid 0 188 Income taxes paid 284 756 Supplemental information on noncash operating and investing activities: During the three month period ended May 28, 1999, the Company transferred a $100 demonstration unit from property, plant and equipment to inventory. The unit was subsequently sold. During the three month period ended May 29, 1998, the Company transferred $36 of other assets to property, plant and equipment. In connection with an acquisition in April 1998, the Company issued 55,000 shares of its common stock and a three-year interest-only note for $350. The accompanying notes are an integral part of the consolidated financial statements. Environmental Tectonics Corporation Notes to Consolidated Financial Statements 1. Basis of Presentation The accompanying consolidated financial statements include the accounts of Environmental Tectonics Corporation ("ETC" or the "Company"), its wholly-owned subsidiaries ETC International Corporation and Entertainment Technology Corporation, and its majority-owned subsidiary ETC-PZL Aerospace Industries, Ltd. ("ETC-PZL"). The accompanying consolidated financial statements have been prepared by Environmental Tectonics Corporation, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission, and reflect all adjustments which, in the opinion of management, are necessary for a fair statement of the results for the interim periods presented. All such adjustments are of a normal recurring nature. Certain information in footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles has been condensed or omitted pursuant to such rules and regulations, although the Company believes the disclosures are adequate to make the information presented not misleading. These financial statements should be read in conjunction with the financial statements and the notes thereto included in the Company's Annual Report on Form 10-KSB for the year ended February 26, 1999. Certain reclassifications have been made to the 1998 financial statements to conform with the 1999 presentation. 2. Earnings per Share Basic earnings per share excludes dilution and is computed by dividing income available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised and converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity. The following table demonstrates the components of basic and diluted earning per share for the three month periods ended May 28, 1999 and May 29, 1998. All earnings per share and share amounts have been restated to reflect a 2 for 1 stock split effective May 28, 1999. Three months ended May 28, May 29, 1999 1998 (amounts in thousands, except share and per share information) Net income $ 835 $ 464 Less preferred stock dividends (38) (68) Less accretion of preferred stock (128) (10) Income available to common stockholders $ 669 $ 386 Basic earnings per share: Weighted average shares 6,293,000 5,180,000 Per share amount $ 0.11 $ 0.07 Diluted earnings per share: Weighted average shares 6,293,000 5,180,000 Effect of dilutive securities: Stock options 170,000 49,000 Stock warrants 462,000 391,000 6,925,000 5,620,000 Per share amount $ 0.10 $ 0.07 As of May 29, 1998, 800,000 shares of common stock issuable pursuant to the conversion provisions of convertible subordinated debt and preferred stock were not included in the computation of diluted earnings per share because the effect of the assumed conversion was anti-dilutive. 3. Accounts Receivable The components of accounts receivable are as follows: May 28, February 26, 1999 1999 (amounts in thousands) U.S. Government receivables billed and unbilled contract costs subject to negotiation $5,543 $ 4,529 U.S. commercial receivables billed 763 598 International receivables billed 2,768 4,914 9,074 10,041 Less allowance for doubtful accounts (385) (385) $8,689 $ 9,656 U.S. Government receivables billed and unbilled contract costs subject to negotiation: Unbilled contract costs subject to negotiation represent claims made or to be made against the U.S. Government under a contract for a centrifuge. These costs were recorded during fiscal years 1994, 1995 and 1998. The Company has recorded claims, amounting to $2.75 million, to the extent of contract costs incurred, and accounts receivable of $1.7 million, representing the balance due under the contract. Claim costs have been incurred in connection with U.S. Government caused delays, errors in specifications and designs, and other unanticipated causes and may not be received in full during fiscal 2000. In accordance with generally accepted accounting principles, revenue recorded by the Company from a claim does not exceed the incurred contract costs related to the claim. The Company currently has approximately $12.0 million in claims filed with the U.S. Government (including the aforementioned recorded claim and accounts receivable balances), which are subject to negotiation and audit by the U.S. Government. The U.S. Government has responded to the claims with either denials or deemed denials that the Company has appealed. In February 1999, the U.S. Government made an unsolicitated offer for settlement which the Company deemed inadequate. International receivables billed: International receivables billed includes $0.9 million related to a certain contract with the Royal Thai Air Force ("RTAF"). In October 1993, the Company was notified by the RTAF that the RTAF was terminating a certain $4.6 million simulator contract with the Company. Although the Company had performed in excess of 90% of the contract, the RTAF alleged a failure to completely perform. In connection with this termination, the RTAF made a call on a $229,000 performance bond, as well as a draw on an approximately $1.1 million advance payment letter of credit. Work under this contract had stopped while under arbitration, but on October 1, 1996, the Thai Trade Arbitration Counsel rendered its decision under which the contract was reinstated in full and the Company was given a period of nine months to complete the remainder of the work. Except as noted in the award, the rights and obligations of the parties remain as per the original contract including the potential invoking of penalties or termination of the contract for delay. On December 22, 1997, the Company successfully performed acceptance testing and the unit passed with no discrepancy reports. Although the contract was not completed in the time allotted, the Company has requested an extension on the completion time due to various extenuating circumstances, including allowable "force majeure" events. The balance due on the contract is still under review. However, the Company is not able to determine what, if any, impact the extended completion period and the current economic condition in Thailand will have upon the receipt of final payment. 4. Inventories Inventories are valued at the lower of cost or market using the first-in, first out (FIFO) method and consist of the following (net of reserves): May 28, February 26, 1999 1999 (amounts in thousands) Raw materials $ 494 $ 388 Work in Process 4,076 2,730 $4,570 $3,118 5. Subordinated Debt and Preferred Stock The components of the subordinated debt and preferred stock at May 28, 1999 and February 26, 1999, were as follows: May 28, 1999 February 26, 1999 Subordinated Preferred Subordinated Preferred Debt Stock Debt Stock (amounts in thousands) Face value $4,000 $0 $4,000 $2,500 Deferred financing costs (311) 0 (311) (208) Amortization of finance costs 96 - 85 - Accretion of preferred stock - 0 - 80 3,785 0 3,774 2,372 Debt issued for acqui- sition 350 0 350 0 Total $4,135 $0 $4,124 $2,372 On February 26, 1999, the Company issued a redemption notice to redeem the outstanding 25,000 shares of Series A Preferred Stock in their entirety. On March 25, 1999, the Company received notice that Sirrom Capital Corporation had exercised its conversion rights to convert its 25,000 shares of Series A Preferred Stock into the Company's common shares. Consequently, on April 19, 1999, the Series A Preferred Stock was retired and 666,666 shares of common stock were issued to Sirrom Capital Corporation. Concurrent with this transaction, the Company charged retained earnings for $128 representing the difference between carrying amount and face value of the Preferred Stock. 6. Stockholders' Equity The components of stockholders' equity at May 28, 1999 and February 26, 1999 were as follows:
Common Stock Additional Foreign Retained Shares Amount Capital Currency Earnings Total (amounts in thousands, except share information) Balance, February 26, 1999 3,083,206 $308 $3,240 $21 $7,461 $11,030 Net income for three month period ended May 28, 1999 - - - - 835 835 Stock Split effective May 28, 1999 3,083,206 - - - Dividend on Preferred stock - - - - (38) (38) Accretion of preferred stock - - - - (128) (128) Shares issued in connection with conversion of Preferred Stock 666,666 33 2,467 - - 2,500 Shares issued in connection with employee stock purchase and stock option plans 7,050 1 13 - - 14 Foreign currency exchange adjustments - - - (7) - (7) Balance at May 28, 1999 6,840,128 $342 $5,720 $14 $8,130 $14,206
7. Acquisition of ETC-PZL Aerospace Industries, Ltd. On April 21, 1998, ETC acquired 65% ownership of MP-PZL Aerospace Industries, Ltd. ("MP-PZL"), a simulation and advanced training device manufacturing company located in Warsaw, Poland for $375,000 in cash, a 8% interest-only three-year note payable for $350,000 and 55,000 shares of ETC's common stock. MP-PZL was subsequently renamed ETC-PZL Aerospace Industries, Ltd. ("ETC-PZL"). ETC's cost for this acquisition was $1,220,000 and has been recorded in the accompanying balance sheet under the purchase method of accounting for business combinations. In connection with the acquisition, the Company recorded goodwill of $662,000 and a minority interest of $300,000. Amortization expense was $8 and $0 respectively for the three month periods ending May 28, 1999 and May 29, 1998. Additionally, accumulated amortization was $33 and $25, respectively, at May 28, 1999 and February 26, 1999. ETC-PZL's fiscal period ends December 31, 1999. The results of ETC-PZL for the period January 1, 1999 through March 31, 1999 have been included in ETC's results of operations for the three months ended May 28, 1999. On a pro forma basis, had the Company consolidated the results of ETC-PZL in the prior fiscal period, the following comparisons would result: Three months ended: May 28, May 29, May 29, 1999 1998 1998 (pro forma) (amounts in thousands, except share and per share data) Net Sales 8,295 7,460 7,836 Gross Profit 3,418 4,711 4,821 Operating Income 1,426 999 918 Net Income 835 464 430 Per share information: Income available to common shareholders $ 669 $ 386 $ 352 Income per share: basic $ 0.11 $ 0.07 $ 0.07 Income per share: diluted $ 0.10 $ 0.07 $ 0.06 Number of shares: basic 6,293,000 5,180,000 5,180,000 Number of shares: diluted 6,925,000 5,620,000 5,620,000 8. Reporting Comprehensive Income In June 1997, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards ("SFAS") No. 130, "Reporting Comprehensive Income." SFAS No. 130 establishes standards to provide prominent disclosure of comprehensive income items. Comprehensive income is the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. SFAS No. 130 is effective for all periods beginning after December 15, 1997. Effective February 28, 1998, the Company adopted SFAS No. 130 which had no material impact on the Company's consolidated financial position or results of operation. 9. Business Segment Presentation: In June 1997, FASB issued SFAS No. 131, "Disclosures about Segments of an Enterprise and Related Information." SFAS No. 131 requires that public business enterprises report certain financial information about operating segments in the complete sets of financial statements of the enterprise and in condensed financial statements of interim periods issued to shareholders. It also requires that public business enterprises report certain information about their products and services, the geographic areas in which they operate and their major customers. SFAS No. 131 is effective for all periods beginning after December 15, 1997. Effective February 28, 1998, the Company adopted SFAS No. 131 which had no impact on the Company's consolidated financial position or results of operation. 10. Derivative Instruments and Hedging Activity In June 1998, FASB issued SFAS No. 133, "Accounting and Derivative Instruments and Hedging Activity." SFAS No. 133 establishes accounting and reporting standards for derivative instruments, including certain derivative instruments imbedded in other contracts and for hedging activities. It requires that an entity recognize all derivatives as either assets or liabilities in the statement of financial position and measure those instruments as fair value. If certain conditions are met, a derivative may be specifically designated as a hedge. The accounting for changes in the fair value of a derivative (gains and losses) depends on the intended use of the derivative and resulting designation. SFAS No. 133 is effective for all fiscal quarters of fiscal years beginning after June 15, 1999. Earlier application is permitted only as of the beginning of any fiscal quarter. The Company is currently reviewing the provisions of SFAS No. 133. Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition Certain statements contained herein constitute "forward- looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include but are not limited to: statements regarding future product development, technological advances and market acceptance of products. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among other things, general economic and business conditions, competition, technological advances, political unrest in customer countries, contract cancellations and other risk factors that are detailed in this document and in other periodic reports and registration statements filed by the Company with the Securities and Exchange Commission. All forward-looking statements included in this document are based on information available to the Company on the date hereof, and the Company assumes no responsibility to update any such forward-looking statements. Accordingly, past results and trends should not be used by investors to anticipate future results or trends. Results of Operations Three months ended May 28, 1999 compared to May 29, 1998. The Company had net income of $835,000, or $.10 per share (diluted, post-split), for the three months ended May 28, 1999, versus net income of $464,000, or $.07 per share (diluted, post-split), for the corresponding first quarter of fiscal 1999. Sales for the quarter were $8,295,000, an increase of $835,000 or 11% over the corresponding prior period. The primary contributor to the sales increase was international contracts for the Company's Aircrew Training Systems. Overall, international sales were up $1,661,000, 32% over the prior period, and represented 83% of the Company's total sales, up from 70% a year ago. Sales of the Company's Aircrew Training Systems increased $849,000, or 14%, primarily reflecting the international activity. Gross profit increased $669,000, or 24%, reflecting higher sales at a higher gross margin rate. As a percentage of sales, gross profit was 41%, compared to 37% for the same period a year ago. Selling and administrative expenses increased $208,000, or 13%, primarily reflecting the addition of local expenses for the Company's Polish subsidiary acquired in April 1998. Selling and administrative expenses were 23% of revenues for the three months ended May 28, 1999, which approximated the prior period rate. Research and development expenses were $122,000, an increase of $34,000, or 39%, from the prior period reflecting additional product development primarily in the hyperbaric line. Interest and other fees were down from the prior period reflecting reduced interest charges on reduced cash borrowings. The Company's tax rate approximates the statutory rate. Liquidity and Capital Resources During the three month period ended May 28,1999, the Company generated $1,548,000 of cash from operating activities. This was primarily a result of a reduction in costs and estimated earnings in excess of billings on uncompleted long-term contracts, a reduction in accounts receivable and cash generated from net income. Strong collections on large percentage-of-completion contracts as well as other billings was the primary contributor to the cash generation. Partial offsets were a build-up in inventory reflecting the production cycle, a reduction in billings in excess of costs and estimated earnings on uncompleted long-term contracts, and a reduction in customer deposits. Investment activities consisted solely of purchases for capital equipment. Financing activities were minimal and consisted primarily of dividend payments on preferred stock for a partial period in the quarter. On April 19, 1999, the Series A Preferred Stock was converted into common stock. Thus, the Company's obligation to make dividend payments on the Series A Preferred Stock ceased as of that date. On May 31, 1999, the Company's revolving credit agreement with its lender expired, although there were no cash borrowings outstanding and the Company had a significant cash balance. The lender has indicated its intention to renew the agreement for at least one year. The Company's sales backlog at May 28, 1999, and February 26, 1999 for work to be performed and revenue to be recognized under written agreements after such dates was approximately $35.2 million and $33.5 million, respectively. Year 2000 Disclosures The majority of the Company's information technology and non-information technology systems are Year 2000 compliant. The Company presently anticipates that the remainder of the Company's systems will be Year 2000 compliant by September 1999. The Company is in the process of investigating its supply-chain. The Company has expended $3,000 in the three-month period ended May 28, 1999 with respect to Year 2000 compliance, and expects to incur approximately $86,000 of additional expenses to complete the compliance process. The Company's most likely worst case Year 2000 scenario would be to lose the Company's accounting and network applications and PC's in the Company's main facility located in Southampton, Pennsylvania. If this event occurs, the Company will be able to continue its manufacturing activities and would manually proceed to perform other tasks and activities. The Company has a written contingency plan to address potential Year 2000 problems. PARt II - OTHER INFORMATION Item 1. Legal Proceedings In June 1999, a lawsuit commenced against the Company in April 1997, in the United States District Court for the District of Puerto Rico by an employee of a customer who claimed to have been injured as a result of an alleged malfunction of a sterilizer manufactured by the Company was settled with no material impact on the Company. Item 2. Changes in Securities The constituent instruments defining the rights of the holders of any class of securities were not modified nor were the rights evidenced by any class of registered securities materially limited or qualified during the period covered by this report. Item 3. Defaults Upon Senior Securities No defaults occurred during the period covered in this report. Item 4. Submission of Matters to Vote of Security Holders None Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K (a) Exhibits: 3.1 Articles of Incorporation (Incorporated herein by reference to Exhibit 3.1 to the Registrants' Annual Report on Form 10-KSB for the fiscal year ended February 28, 1997). 3.2 Bylaws (Incorporated herein by reference to Exhibit 3 (ii) to the Registrant's Annual Report on Form 10-K for the fiscal year ended February 25, 1994). 27 Financial Schedule Data (b) Reports on Form 8-K None Signatures Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ENVIRONMENTAL TECTONICS CORPORATION (Registrant) Date: July 12, 1999 By: /s/ Duane Deaner Duane Deaner Chief Financial Officer (authorized officer and principal financial officer) EXHIBIT INDEX 3.1 Articles of Incorporation (Incorporated herein by reference to Exhibit 3.1 to the Registrants' Annual Report on Form 10-KSB for the fiscal year ended February 28, 1997). 3.2 Bylaws (Incorporated herein by reference to Exhibit 3 (ii) to the Registrant's Annual Report on Form 10-K for the fiscal year ended February 25, 1994). 27 Financial Schedule Data EX-27 2
5 1,000 3-MOS FEB-25-2000 MAY-28-1999 6,689 0 8,689 360 4,570 30,013 10,475 7,652 34,788 15,343 0 0 0 3,548 0 34,788 8,295 8,295 4,877 1,992 18 0 177 1,231 431 835 0 0 0 835 0.11 0.10
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