-----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, Nt0hlDmhZfNJFFUbOur6AdFKG3Kxv0r+8Pw5PJqujpBR6b30RUIOY7zW+TSECLz2 LkhK8DgsxJomRHt0flweSQ== 0000950123-09-011708.txt : 20090605 0000950123-09-011708.hdr.sgml : 20090605 20090605120622 ACCESSION NUMBER: 0000950123-09-011708 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20090604 ITEM INFORMATION: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090605 DATE AS OF CHANGE: 20090605 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENVIRONMENTAL TECTONICS CORP CENTRAL INDEX KEY: 0000033113 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 231714256 STATE OF INCORPORATION: PA FISCAL YEAR END: 0225 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10655 FILM NUMBER: 09876070 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 8-K 1 w74382e8vk.htm FORM 8-K e8vk
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Earliest Event Reported
June 4, 2009
Environmental Tectonics Corporation
(Exact name of registrant as specified in its charter)
Pennsylvania
(State or other jurisdiction of incorporation of organization)
     
1-10655
(Commission File Number)
  23-1714256
(IRS Employer Identification Number)
     
County Line Industrial Park    
Southampton, Pennsylvania   18966
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code (215) 355-9100
 
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2):
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


TABLE OF CONTENTS

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Item 9.01. Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX
EX-99.1
EX-99.2


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Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
     On June 4, 2009, Environmental Tectonics Corporation (the “Company”) announced that the Company’s common stock had begun trading on the Over-the-Counter Bulletin Board under the symbol “ETCC.” The Company also announced that Mergent Inc.’s Editorial Board had approved the Company for a listing in Mergent Manuals and News Reports. The Mergent Manuals and New Reports is a recognized securities manual in 38 states for purposes of Blue Sky law compliance.
     The Company also announced that it has scheduled its annual shareholders meeting for July 2, 2009.
     Copies of the Company’s press releases announcing the commencement of trading on the Over-the-Counter Bulletin Board and approval of the Company for listing in Mergent Manuals and News Reports are attached as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
  (d) Exhibits.
     The following exhibits are filed in accordance with Item 601 of Regulation S-K:
  99.1   Press Release dated June 4, 2009.
 
  99.2   Press Release dated June 4, 2009.

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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.
         
  ENVIRONMENTAL TECTONICS CORPORATION
Registrant
 
 
Date: June 5, 2009  By  /s/ Duane D. Deaner    
          Duane D. Deaner   
          Chief Financial Officer   
 

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Table of Contents

EXHIBIT INDEX
99.1   Press Release dated June 4, 2009.
99.2   Press Release dated June 4, 2009.

4

EX-99.1 2 w74382exv99w1.htm EX-99.1 exv99w1
Exhibit 99.1
Environmental Tectonics Corporation’s
Common Stock begins Trading on OTC Bulletin Board
Under the Ticker Symbol ETCC
     Southampton, PA, June 4, 2009 – Environmental Tectonics Corporation (OTC BB: ETCC.OB) (“ETC” or the “Company”) today reported that the Company’s common stock is now trading on the OTC Bulletin Board under the symbol “ETCC”. Additionally, an independent broker-dealer is now functioning as a market maker in the Company’s common stock.
     The Company has scheduled its annual shareholder’s meeting for July 2, 2009. All stockholders are invited to attend.
     The Company intends to continue to comply with its reporting obligations under the Securities Exchange Act of 1934.
     ETC was incorporated in 1969 in Pennsylvania and this year we will celebrate our 40th anniversary. Our core technologies include the design, manufacture and sale of Training Services (TS Group) which includes (1) software driven products and services used to create and monitor the physiological effects of flight; (2) high performance jet tactical flight simulation; (3) driving and disaster simulation systems, and Control Systems (CS Group) which includes: (1) steam and gas sterilization; (2) testing and simulation devices for the automotive industry; (3) hyperbaric and hypobaric chambers. Product categories included in TSG are Aircrew Training Systems (ATS) and flight simulators, disaster management systems and entertainment applications. CSG includes sterilizers, environmental control devices and hyperbaric chambers along with parts and service support.
     This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on ETC’s current expectations and projections about future events. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about ETC and its subsidiaries that may cause actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.
     These forward-looking statements include statements with respect to the Company’s vision, mission, strategies, goals, beliefs, plans, objectives, expectations, anticipations, estimates, intentions, financial condition, results of operations, future performance and business of the company, including but not limited to, (i) potential additional funding by H.F. Lenfest, a member of our Board of Directors and a significant shareholder and PNC Bank, (ii) the trading of the Company’s common stock on the Over-the-Counter Bulletin Board, (iii) projections of revenues, costs of materials, income or loss, earnings or loss per share, capital expenditures, growth prospects, dividends, capital structure, other financial items and the effects of currency fluctuations, (iv) statements of our plans and objectives of the Company or its management or Board of Directors, including the introduction of new products, or estimates or predictions of actions of customers, suppliers, competitors or regulatory authorities, (v) statements of future economic performance, (vi) statements of assumptions and other statements about the Company or its business, (vii) statements made about the possible outcomes of litigation involving the Company, (viii) statements regarding the Company’s ability to obtain financing to support its operations and other expenses, and (ix) statements preceded by, followed by or that include the words, “may,” “could,” “should,” “looking forward,” “would,” “believe,” “expect,” “anticipate,” “estimate,” “intend,” “plan,” or the negative of such terms or similar expressions. These forward-looking statements involve risks and uncertainties which are subject to change based on various important factors. Some of these risks and uncertainties, in whole or in part, are beyond the Company’s control. Factors that might cause or contribute to such a material difference include, but are not limited to, those discussed in the Company’s Annual Report on Form 10-K for the fiscal year ended February 27, 2009, in the section entitled “Risks Particular to Our Business.” Shareholders are urged to review these risks carefully prior to making an investment in the Company’s common stock.
     The Company cautions that the foregoing list of important factors is not exclusive. Except as required by federal securities law, the Company does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company.
Contact: Duane D. Deaner, CFO Tel: 215-355-9100 (ext. 1203)                     Fax: 215-357-4000
ETC – Internet Home Page:
               http://www.etcusa.com

 

EX-99.2 3 w74382exv99w2.htm EX-99.2 exv99w2
Exhibit 99.2
Environmental Tectonics Corporation Announces Approval for Listing in Mergent
Manual and News Reports
Southampton, PA. June 4, 2009. Environmental Tectonics Corporation (OTC BB: ETCC.OB) (“ETC” or the “Company”) announced today that Mergent’s Editorial Board has approved ETC for a listing in Mergent Manuals and News Reports. ETC’s corporate profile, which includes descriptive text data as well as news and financial statements, will be accessible via Mergent’s online and print products, and will be available June 9, 2009. As part of Mergent’s listing services, the new description will be highlighted separately on www.mergent.com with an active hyperlink back to ETC’s website (www.etcusa.com).
The Mergent Industrial Manual and News Reports™ is a recognized securities manual in 38 states for purposes of Blue Sky Manual Exemption. First published in 1918, and formerly known as Moody’s™ Manuals and News Reports, the publication was rebranded as Mergent Manuals and News Reports when Mergent, Inc. acquired Moody’s Financial Information Services division in 1998. ETC’s listing will aid the brokerage community in making a market for the company’s stock. However, it is recommended that brokers confirm with their compliance/legal department concerning “Blue Sky” laws in specific states and other regulatory laws that might affect them.
About Environmental Tectonics Corporation:
ETC was incorporated in 1969 in Pennsylvania and this year we will celebrate our 40th anniversary. Our core technologies include the design, manufacture and sale of Training Services (TS Group) which includes (1) software driven products and services used to create and monitor the physiological effects of flight; (2) high performance jet tactical flight simulation; (3) driving and disaster simulation systems, and Control Systems (CS Group) which includes: (1) steam and gas sterilization; (2) testing and simulation devices for the automotive industry; (3) hyperbaric and hypobaric chambers. Product categories included in TSG are Aircrew Training Systems (ATS) and flight simulators, disaster management systems and entertainment applications. CSG includes sterilizers, environmental control devices and hyperbaric chambers along with parts and service support.
About Mergent, Inc.:
Mergent, Inc. has been collecting and delivering financial information since 1900.
For over a century, Mergent has built its reputation as an innovative leader in supplying comprehensive, accurate data, along with easy-to-use information tools based on the latest in technology. Mergent offers databases on key financial, fundamental and descriptive data for over 35,000 global public companies from over 100 countries, and 20,000 U.S. municipal entities, as well as extensive company analysis, corporate bond, unit investment trust, corporate actions, mutual fund and dividend information. Located in New York City and Charlotte, North Carolina, Mergent maintains a growing number of sales and service offices in the United States, Canada, the United Kingdom, Australia and Japan.
     This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on ETC’s current expectations and projections about future events. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about ETC and its subsidiaries that may cause actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.
     These forward-looking statements include statements with respect to the Company’s vision, mission, strategies, goals, beliefs, plans, objectives, expectations, anticipations, estimates, intentions, financial condition, results of operations, future performance and business of the company, including but not limited to, (i) potential additional funding by H.F. Lenfest, a member of our Board of Directors

 


 

and a significant shareholder and PNC Bank, (ii) the trading of the Company’s common stock on the Over-the-Counter Bulletin Board (iii) projections of revenues, costs of materials, income or loss, earnings or loss per share, capital expenditures, growth prospects, dividends, capital structure, other financial items and the effects of currency fluctuations, (iv) statements of our plans and objectives of the Company or its management or Board of Directors, including the introduction of new products, or estimates or predictions of actions of customers, suppliers, competitors or regulatory authorities, (v) statements of future economic performance, (vi) statements of assumptions and other statements about the Company or its business, (vii) statements made about the possible outcomes of litigation involving the Company, (viii) statements regarding the Company’s ability to obtain financing to support its operations and other expenses, and (ix) statements preceded by, followed by or that include the words, “may,” “could,” “should,” “looking forward,” “would,” “believe,” “expect,” “anticipate,” “estimate,” “intend,” “plan,” or the negative of such terms or similar expressions. These forward-looking statements involve risks and uncertainties which are subject to change based on various important factors. Some of these risks and uncertainties, in whole or in part, are beyond the Company’s control. Factors that might cause or contribute to such a material difference include, but are not limited to, those discussed in the Company’s Annual Report on Form 10-K for the fiscal year ended February 27, 2009, in the section entitled “Risks Particular to Our Business.” Shareholders are urged to review these risks carefully prior to making an investment in the Company’s common stock.
     The Company cautions that the foregoing list of important factors is not exclusive. Except as required by federal securities law, the Company does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company.
Contact: Duane D. Deaner, CFO Tel: 215-355-9100 (ext. 1203)                     Fax: 215-357-4000
ETC – Internet Home Page:
               http://www.etcusa.com

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