10-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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 March 31, 2018

OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 

For the transition period from Not Applicable to Not Applicable

Commission file number: 0-147

HICKOK INCORPORATED 

(Exact name of registrant as specified in its charter)

Ohio	34-0288470
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
10514 Dupont Avenue, Cleveland, Ohio	44108
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number (216) 541-8060

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ]	Accelerated filer [ ]
Non-accelerated filer   [ ]	Smaller reporting company [X]
	Emerging growth company [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

As of April 30, 2018, 2,138,219 shares of Class A Common Stock and 773,616 shares of Class B Common Stock were outstanding.

PART I

ITEM 1. FINANCIAL STATEMENTS

HICKOK INCORPORATED

CONSOLIDATED BALANCE SHEET

	(Unaudited)
	March 31, 2018		December 31, 2017
ASSETS
CURRENT ASSETS:
Cash and Cash Equivalents	$	848,146	$	2,444,110
Accounts receivable less allowance for doubtful accounts		8,517,840		9,011,677
Costs and estimated earnings in excess of billing		2,393,431		1,605,991
Inventories-less allowance for obsolete inventory		3,905,941		3,903,481
Prepaid Expenses and other current assets		386,247		265,456
Total Current Assets		16,051,605		17,230,715
PROPERTY, PLANT AND EQUIPMENT:
Land and Improvements		235,179		235,179
Buildings and Leasehold Improvements		2,239,763		2,239,763
Machinery and Equipment		5,153,946		5,091,360
Total Property, Plant and Equipment		7,628,888		7,566,302
Less accumulated depreciation		4,382,659		4,242,913
Property, Plant and Equipment, Net		3,246,229		3,323,389
OTHER ASSETS:
Goodwill		2,255,912		2,255,912
Intangibles, net of accumulated amortization		1,679,142		1,896,399
Deferred income taxes-less valuation allowance		2,173,892		2,173,892
Other non-current assets		3,250		3,250
Total Non-Current Other Assets		6,112,196		6,329,453
Total Assets	$	25,410,030	$	26,883,557

See accompanying notes to consolidated financial statements

2

HICKOK INCORPORATED

CONSOLIDATED BALANCE SHEET

	(Unaudited)
	March 31, 2018			December 31, 2017
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Convertible notes payable - related party	$	200,000		$	200,000
Notes payable - related party		428,455			352,727
Bank Debt - Current		500,000			500,000
Leases payable		56,529			55,735
Accounts payable		2,071,343			2,112,695
Unearned revenue		2,568,601			2,601,355
Accrued payroll and related expenses		648,901			723,053
Accrued expenses		1,209,408			1,340,465
Accrued income taxes		153,801			108,576
Total Current Liabilities		7,837,038			7,994,606
LONG-TERM LIABILITIES:
Notes payable - related party		3,538,603			3,651,765
Bank Debt		2,934,142			4,732,550
Leases payable		92,547			106,855
Total Long-Term Liabilities		6,565,292			8,491,170
STOCKHOLDERS' EQUITY
Preferred shares, no par value - 1,000,000 shares authorized, no shares issued and outstanding
Common shares, no par value
Class A common shares - 10,000,000 shares authorized, 2,154,014 shares issued and outstanding at March 31, 2018 and 2,130,681 shares issued at December 31, 2017		2,482,534			2,246,367
Class B common shares - 2,500,000 shares authorized, 779,283 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively		710,272			710,272
Contributed capital		1,741,901			1,741,901
Treasury shares		(264,841	)		(264,841	)
Class A common shares - 15,795 shares issued at March 31, 2018 and December 31, 2017, respectively
Class B common shares - 5,667 shares issued at March 31, 2018 and December 31, 2017, respectively
Retained earnings		6,337,834			5,964,082
Total Stockholders' Equity		11,007,700			10,397,781
Total Liabilities and Stockholders' Equity	$	25,410,030		$	26,883,557

See accompanying notes to consolidated financial statements

3

HICKOK INCORPORATED

CONSOLIDATED STATEMENT OF INCOME (Unaudited)

	Three Months Ended March 31,
	2018		2017
Total Sales	$	11,878,700	$	3,346,315
Cost of Sales		8,860,259		1,968,801
Gross Profit		3,018,441		1,377,514
Operating Expenses:
Product development costs		123,029		217,316
Selling, general and administrative expenses		2,252,327		894,302
Operating Income		643,085		265,896
Other (Income) and Expenses:
Interest charges		85,933		48,192
Other (income) expense, net		58,816		(3,563	)
Total Other (Income) and Expenses		144,749		44,629
Income before Provision for Income Taxes		498,336		221,267
Provision for Income Taxes		124,584		8,127
Net Income	$	373,752	$	213,140
Net Income Per Common Share - Basic	$	0.13	$	0.07
Net Income Per Common Share - Diluted	$	0.11	$	0.07
Weighted Average Shares of Common Stock Outstanding – Basic		2,911,057		2,877,493
Weighted Average Shares of Common Stock Outstanding - Diluted		3,269,853		2,964,729

See accompanying notes to consolidated financial statements

4

HICKOK INCORPORATED

CONSOLIDATED STATEMENT OF CASH FLOW (Unaudited)

	Three Months Ended March 31,
	2018			2017
Cash Flows from Operating Activities
Net Income	$	373,752		$	213,140
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		359,981			104,217
Loss (gain) on disposal of assets		-			4,667
Non-cash share-based compensation expense		236,167			108,500
Changes in assets and liabilities:
Decrease (Increase) in accounts receivable		493,837			(525,746	)
Decrease (Increase) in inventories		(2,460	)		1,350
Decrease (Increase) in costs and estimated earnings in excess of billings		(787,440	)		-
Decrease (Increase) in prepaid expenses & other assets		(120,791	)		(242,154	)
Increase (Decrease) in accounts payable		(41,352	)		156,872
Increase (Decrease) in accrued payroll and related expenses		(74,152	)		59,969
Increase (Decrease) in accrued expenses		(131,060	)		34,097
Increase (Decrease) in accrued income taxes		45,228			(8,000	)
Increase (Decrease) in unearned revenue		(32,754	)		(157,557	)
Total adjustments		(54,796	)		(463,785	)
Net Cash Provided by (Used in) Operating Activities	$	318,956		$	(250,645	)

See accompanying notes to consolidated financial statements

5

HICKOK INCORPORATED

CONSOLIDATED STATEMENT OF CASH FLOW (Unaudited)

	Three Months Ended March 31,
	2018			2017
Cash Flows from Investing Activities
Capital expenditures	$	(62,586	)	$	(65,830	)
Decrease in deposits		-			-
Net Cash Provided by (Used in) Investing Activities		(62,586	)		(65,830	)
Cash Flows from Financing Activities
Payments on related party notes		(37,434	)		(98,363	)
Payments on bank debt		(1,975,000	)		-
Borrowings on bank debt		173,614			-
Payments on capital lease		(13,514	)		(18,092	)
Net Cash Provided by (Used in) Financing Activities		(1,852,334	)		(116,455	)
Net Increase (decrease) in cash and cash equivalents		(1,595,964	)		(432,930	)
Cash and cash equivalents at beginning of year		2,444,110			3,607,452
Cash and cash equivalents at end of year	$	848,146		$	3,174,522
Supplemental disclosures of cash flow information
Interest Paid	$	156,413		$	48,677
Income Taxes Paid	$	74,560		$	20,500

See accompanying notes to consolidated financial statements

6

HICKOK INCORPORATED
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
MARCH 31, 2018

1.  BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles (GAAP) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. The consolidated financial statements include the accounts of Hickok Incorporated and its wholly-owned subsidiaries. Significant intercompany transactions and balances have been eliminated in the financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ended December 31, 2018. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s Transition Report on Form 10-KT for the year ended December 31, 2017. 

During the three-month period ended March 31, 2018, there have been no changes to our significant accounting policies other than the revenue recognition from contracts with customer, as discussed in Note 2 below. 

Reclassifications

Certain prior year amounts were reclassified to conform to the current year presentation, including transaction costs related to acquisitions that were reclassified from selling, general and administrative to other (income) expenses as these costs are not considered as operating costs. These reclassifications have no effect on the financial position or results of operations reported as of and for the periods presented.

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The Company’s Summary of Significant Accounting Policies is provided with the consolidated financial statements and footnotes thereto included in the Company’s Transition Report on Form 10-KT for the three-month transition period ended December 31, 2017.

Recently Adopted Accounting Standards
The Company did not incur any material impact to its financial condition or results of operations due to the adoption of any new accounting standards during the periods reported.

In May 2017, the Financial Accounting Standards Board (FASB), issued ASU 2017-09, "Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting." ASU 2017-09 provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting. The amendments in this update should be applied prospectively to an award modified on or after the adoption date. The Company adopted this guidance January 1, 2018.  The adoption of this guidance did not have a material effect on our consolidated financial statements.

In August 2016, FASB issued ASU 2016-15, "Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments." The amendments in this update provide guidance on eight specific cash flow issues, thereby reducing the diversity in practice in how certain transaction are classified in the consolidated statements of cash flows. This standard is effective for annual periods and interim periods for those annual periods beginning on or after December 15, 2017.  Early adoption is permitted. The Company adopted this guidance January 1, 2018. The adoption of this guidance did not have a material impact on our consolidated financial statements.

In March 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU 2016-09) a new standard that changes the accounting for certain aspects of share-based payments to employees. The new guidance requires excess tax benefits and tax deficiencies to be recorded in the income statement when the awards vest or are settled. In addition, cash flows related to excess tax benefits will no longer be separately classified as a financing activity apart from the other income tax cash flows. The standard also allows the Company to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting, clarifies that all cash payments made on an employee’s behalf for withheld shares should be presented as a financing activity on our cash flow statements, and provides an accounting policy election to account for forfeitures as they occur. The Company adopted this standard effective October 1, 2017. The adoption of this new standard did not have a material impact on our consolidated financial statements.

In May 2014, the FASB issued its final standard on the recognition of revenue from contracts with customers. The standard, issued as Accounting Standards Update (ASU) 2014-09, outlines a single comprehensive model for entities to use in the accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry specific guidance. The core principle of this model is that “an entity recognizes revenue to depict the transfer of promised goods or services to a customer in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services.” The Company adopted this new standard effective January 1, 2018.  The adoption of this standard did not have a material impact on our consolidated financial statements.   

7

Recently Issued Accounting Standards

In January 2017, FASB issued ASU 2017-04, "Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment." ASU 2017-04 eliminates the second step in the goodwill impairment test which requires an entity to determine the implied fair value of the reporting unit’s goodwill. Instead, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying value and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The standard, which should be applied prospectively, is effective for fiscal years and interim periods within those years beginning on or after December 15, 2019. Early adoption is permitted. We are evaluating the impact the adoption of this standard could have on our consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses. The standard requires a financial asset (including trade receivables) measured at amortized cost basis to be presented at the net amount expected to be collected. Thus, the income statement will reflect the measurement of credit losses for newly-recognized financial assets as well as the expected increases or decreases of expected credit losses that have taken place during the period. This standard is effective for fiscal years and interim periods within those fiscal years beginning on or after December 15, 2019 with early adoption permitted. We are evaluating the impact the adoption of this standard could have on our consolidated financial statements.

In February 2016, the FASB issued ASU 2016-02 “Leases (Topic 842),” a new standard related to leases to increase transparency and comparability among organizations by requiring the recognition of lease assets and lease liabilities on the balance sheet. Most prominent among the amendments is the recognition of assets and liabilities by lessees for those leases classified as operating leases under previous U.S. GAAP. Under the new standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The new standard requires a modified retrospective transition for capital or operating leases existing at or entered into after the beginning of the earliest comparative period presented in the financial statements, but it does not require transition accounting for leases that expire prior to the date of initial application. The new standard is effective for fiscal years and interim periods within those years, beginning on or after January 1, 2019, with early adoption permitted. We are evaluating the impact the adoption of this standard will have to our consolidated financial statements.

8

3.  ACCOUNTS RECEIVABLE 

The Company establishes an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information. The reserve for doubtful accounts was $13,384 and $10,175 at March 31, 2018 and December 31, 2017, respectively.

4.  INVENTORY

Inventory is valued at the lower of cost (first-in, first-out) or market and consist of:

	March 31, 2018		December 31, 2017
Raw materials and component parts	$	2,547,745	$	2,637,138
Work-in-process		641,430		523,644
Finished products		1,182,683		1,200,204
Total Inventory	$	4,371,858		4,360,986
Less: inventory reserves		465,917		457,505
Net Inventory	$	3,905,941	$	3,903,481

5. GOODWILL AND OTHER INTANGIBLE ASSETS, NET

Intangible assets relate to the purchase of businesses on June 1, 2017 and July 1, 2016. Goodwill represents the excess of cost over the fair value of identifiable assets acquired. Goodwill is not amortized but will be reviewed on an annual basis for impairment. Amortization of other intangibles is being amortized on a straight-line basis over period ranging from one year to 15 years. Intangible assets are as follows:

	March 31, 2018		December 31, 2017
Customer List: Backlog	$	1,970,000	$	1,970,000
Non-Compete Agreements		200,000		200,000
Trademarks		340,000		340,000
Other Intangibles		2,510,000		2,510,000
Less: Accumulated Amortization		830,858		613,601
Other Intangibles, Net	$	1,679,142	$	1,896,399

Amortization of other intangibles assets was: $217,257 and $29,091 for the three months ended March 31, 2018 and 2017, respectively.

6.  PROPERTY, PLANT AND EQUPMENT, NET

Property, plant and equipment are recorded at cost and depreciated over their useful lives. Maintenance and repair costs are expenses as incurred. Property, plant and equipment are as follows:

	March 31, 2018		December 31, 2017
Land	$	235,179	$	235,179
Buildings and Improvements		2,239,763		2,239,763
Machinery & Equipment		5,153,946		5,091,360
Total Property, Plant & Equipment		7,628,888		7,566,302
Less: Accumulated Depreciation		4,382,659		4,242,913
Property Plant & Equipment, Net	$	3,246,229	$	3,323,389

Depreciation expense was $139,746 and $75,469 for the three months ended March 31, 2018 and 2017, respectively.

9

7.  BANK DEBT 

The Company entered into a Credit Agreement on June 1, 2017 with JPMorgan Chase Bank, N.A. as lender (the “Credit Agreement”). The Credit Agreement is comprised of a revolving facility in the amount of $8,000,000, subject to a borrowing base (determined based on 80% of Eligible Accounts, plus 50% of Eligible Progress Billing Accounts, plus 50% of Eligible Inventory, minus Reserves, each as defined in the Credit Agreement) and a term A loan in the amount of $2,000,000, payable in consecutive monthly installments of $41,667 commencing on July 1, 2017.  

The revolving facility under the Credit Agreement includes a $3 million sublimit for the issuance of letters of credit thereunder.  Interest for borrowings under the revolving facility accrues at a per annum rate equal to Prime Rate or LIBOR plus applicable margins of (i) 0.00% for Prime Rate loans and (ii) 2.00% for LIBOR loans. The maturity date of the revolving facility is June 1, 2020. Interest for borrowings under the term A loan accrues at a per annum rate equal to Prime Rate or LIBOR plus applicable margins of (i) 0.25% for Prime Rate loans and (ii) 2.25% for LIBOR loans. The maturity date of the term A loan is June 1, 2021. The Credit Agreement includes a commitment fee on the unused portion of the revolving facility of 0.25% per annum payable quarterly. The obligations of the Company and other borrowers under the Credit Agreement are secured by a blanket lien on all the assets of the Company and its subsidiaries. The Credit Agreement also includes customary representations and warranties and applicable reporting requirements and covenants, including fixed charge coverage ratio and senior funded indebtedness to EBITDA ratio financial covenants.

In connection with entering into the Credit Agreement, the Company made a one-time prepayment of a portion of the outstanding principal under promissory notes held by First Francis Company Inc. (“First Francis”), in the amount of $500,000.  The Company was not required to make any of the scheduled quarterly payments due under these notes for the remainder of calendar 2017. First Francis is owned by Edward Crawford and Matthew Crawford, who serve on the Board of Directors of the Company.   

Bank debt balances consist of the following: 

	March 31, 2018		December 31, 2017
Term Debt	$	1,625,000	$	1,750,000
Revolving Debt		1,847,850		3,524,235
Total Bank Debt		3,472,850		5,274,235
Less: Current Portion		500,000		500,000
Non-Current Bank Debt		2,972,850		4,774,235
Less: Unamortized Debt Costs		38,708		41,685
Net Non-Current Bank Debt	$	2,934,142	$	4,732,550

8. NOTES PAYABLE

Convertible Notes Payable

On December 30, 2011, management entered into a Convertible Loan Agreement (“Convertible Loan”) with Roundball, LLC (“Roundball”). The Convertible Loan provides approximately $467,000 of liquidity to meet on- going working capital requirements of the Company and allows $250,000 of borrowing on the agreement at the Company's discretion at an interest rate of 0.25%. Roundball, a major shareholder of the Company, is an affiliate of Steven Rosen and Matthew Crawford, Directors of the Company.

There have been several amendments to the original agreement over the years for the purpose of extending the existing terms of the Convertible Loan. On December 29, 2017, management entered into Amendment No. 6 of the Convertible Loan Agreement with Roundball. The amended Convertible Loan:

● Continues to provide approximately $467,000 of liquidity to meet on going working capital requirements;

● Continues to allow $250,000 of borrowing on the agreement at the Company's discretion at an interest rate of 0.34%; and

● Extends the due date of the loan agreement from December 30, 2017 to December 30, 2018.

The outstanding balance on the Convertible Loan as of March 31, 2018, and December 31, 2017 was $200,000.

10

As part of the Convertible Loan, the parties entered into a Warrant Agreement, dated December 30, 2012 (as amended to date, the “Warrant Agreement”), whereby the Company issued a warrant to Roundball to purchase, at its option, up to 100,000 shares of Class A Common Stock of the Company at an exercise price of $2.50 per share, subject to certain anti-dilution and other adjustments. The Warrant Agreement, as amended, expires December 30, 2018.

Short-Term Financing
On June 3, 2016, management entered into an unsecured revolving credit agreement with First Francis. First Francis became a major shareholder of the Company on July 1, 2016 when the Company completed the acquisition of Federal Hose Manufacturing, LLC. The agreement provides for a revolving credit facility of $250,000 with interest at 4.0% per annum and is unsecured. Each loan made under the credit arrangement will be due and payable in full on the expiration date of the revolver note. In addition, the agreement generally allows for borrowing based on an amount equal to eighty percent of eligible accounts receivables or $250,000. The revolving line of credit expired on May 31, 2017.  The outstanding borrowings on the credit facility at March 31, 2018 and December 31, 2017 were $0, respectively.

Notes Payable – Related Party

Notes payable - related parties is a result of the acquisition of a business on July 1, 2016 and consists of the following:

	March 31, 2018		December 31, 2017
In connection with the acquisition, the Company entered into a promissory note on July 1, 2016 for a $2,000,000 loan due to First Francis Company, payable in quarterly installments of $60,911 beginning on October 31, 2016, including interest at 4%. The remaining balance of the note shall be payable in full on July 1, 2022.	$	1,622,421	$	1,639,206
In connection with the acquisition, the Company entered into a promissory note on July 1, 2016 for a $2,768,662 loan due to First Francis Company, payable in quarterly installments of $84,321 beginning on October 31, 2016, including interest at 4%. The remaining balance of the note shall be payable in full on July 1, 2022.		2,344,637		2,365,286
Total notes payable – related party		3,967,058		4,004,492
Less current portion		428,455		352,727
Notes payable – related party non-current portion	$	3,538,603	$	3,651,765

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9. EARNINGS PER COMMON SHARE 

The following table sets forth the computation of basic and diluted earnings per share.

	Three Months Ended March 31,
	2018		2017
Earnings Per Share - Basic
Net Income	$	373,752	$	213,140
Weighted average shares of common stock outstanding - Basic		2,911,057		2,877,493
Earnings Per Share - Basic	$	0.13	$	0.07
Earnings Per Share - Diluted
Weighted average shares of common stock outstanding - Basic		2,911,057		2,877,493
Warrants, Options and Convertible Notes		358,796		87,236
Weighted average shares of common stock -Diluted		3,269,853		2,964,729
Earnings Per Share - Diluted	$	0.11	$	0.07

10. ACQUISITIONS

The Company purchased certain assets and assumed certain liabilities of Air Enterprises Acquisition, LLC on June 1, 2017 for $10,250,000. The acquired business will continue to operate under the name Air Enterprises (“AE”). AE manufactures custom air handling units under fixed price contracts. Its customers are typically in the health care, university, research, pharmaceutical and industrial manufacturing market segments, and span all across the United States and worldwide. AE has one operating location in Northeastern Ohio. The purchase price was assigned to the book value of the net assets acquired with the excess over the book value assigned to intangible assets and goodwill and has been allocated to the following accounts:

Accounts Receivable	$	4,761,368
Inventory		594,503
Costs in excess of billings and estimated costs		3,980,824
Fixed Assets		2,112,120
Prepaid and Other Assets		53,110
Intangibles Assets		1,230,000
Goodwill		631,392
Total Assets Acquired	$	13,363,317
Accounts Payable	$	1,726,618
Billings in Excess of costs and earnings		594,545
Accrued Payroll and related expenses		325,950
Accrued Expense		424,671
Lease Payable		41,533
Total Liabilities Assumed	$	3,113,317
Net Assets Acquired	$	10,250,000

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11. SEGMENT AND RELATED INFORMATION  

The Company operates three reportable segments: 1) commercial air handling, 2) test and measurement and 3) industrial hose. The Company's management evaluates segment performance based primarily on operating earnings before taxes. Non-operating items such as marketing and general administrative expenses, interest income, and interest expense are included in administrative and other expenses. Depreciation expense on assets used in manufacturing are considered part of each segment's operating performance. Depreciation expense on non-manufacturing assets is included in selling, general and administrative expenses.

Commercial Air Handling:
This segment manufactures custom air handling units under fixed price contract to customers in the health care, university, research, pharmaceutical and industrial manufacturing market segments, and across the United States and worldwide.

Test and Measurement:
This segment consists of diagnostic tools and equipment sold to the automotive industry and indicators and gauges sold primarily to companies in the aircraft and locomotive industries. These products are sold to original equipment manufacturers and to the aftermarket using a variety of distribution methods.

Industrial Hose:
This segment consists primarily of flexible metal and silicone hose products designed and manufactured or distributed primarily to the trucking industry and other industrial end-users. These products are sold to original equipment manufacturers and to the aftermarket using a variety of distribution methods.

Information by industry segment is set forth below: 

	Three Months Ended
	March 31
	2018			2017
Sales
Commercial Air Handling	$	9,115,937		$	-
Test and Measurement		1,071,847			1,770,071
Industrial Hose		1,690,916			1,576,244
Total Sales	$	11,878,700		$	3,346,315
Income Before Provision for Income Taxes
Commercial Air Handling		865,205			-
Test and Measurement		(128,949	)		734,228
Industrial Hose		100,189			425,970
General Corporate Expenses		(338,109	)		(938,931	)
Income Before Provision for Income Taxes	$	498,336		$	221,267

13

RESULTS OF OPERATIONS.

The following discussion is intended to assist in the understanding of the Company's financial position at March 31, 2018 and December 31, 2017, results of operations and cash flows for the three months ended March 31, 2018 and 2017, and should be read in conjunction with the consolidated financial statements and related notes included elsewhere this Quarterly Report on Form 10-Q and with the Company’s Transition Report on Form 10-KT for the three-month transition period ended December 31, 2017. 

Summary

The Company operates three reportable segments: 1) commercial air handling, 2) test and measurement and 3) industrial hose. The commercial air handling segment was added in June 2017 when the Company expanded its markets further with the acquisition of a manufacturer of commercial air handling for customers in the health care, university, research, pharmaceutical and industrial manufacturing market segments.

Results of Operations – Three Months Ended March 31, 2018 and 2017

Sales for the quarter ended March 31, 2018 increased to $11.9 million, an increase of approximately $8.5 million and 255% from sales of $3.3 million in the same quarter of the prior year. This increase in sales was primarily attributable to the Commercial Air Handling segment during the quarter, which was acquired on June 1, 2017.

Cost of sales in the quarter ended March 31, 2018 was $8.9 million compared to $2.0 million, an increase of $6.9 million or 350% in the same quarter of the prior year. The increase in cost of sales was primarily associated with the addition of the Commercial Air Handling segment. Gross profit was $3.0 million compared to $1.4 million, an increase of $1.6 million in the same quarter of the prior year.  The increase in gross profit was primarily attributable to the Commercial Air Handling segment.

Product development expenditures were $0.1 million in the quarter ended March 31, 2018, which was a modest decrease from $0.2 million in same quarter of the prior year. Product development expenditures relate to the Test and Measurement segment.

Selling, general and administrative expenses in the quarter ended March 31, 2018 were $2.3 million compared to $0.9 million, an increase of $1.4 million or 152% in the same quarter of the prior year. The increase in selling, general and administrative expenses was primarily related to costs related to the addition of the Commercial Air Handling segment. 

Interest charges in the quarter ended March 31, 2018 were approximately $86 thousand compared to $48 thousand in the same quarter of the prior year. The interest expense is primarily related to the JP Morgan Chase term loan and revolving credit facility entered into June 1, 2017 related to the acquisition of the Commercial Air Handling segment.

14

Income tax expense in the quarter ended March 31, 2018 was $0.1 million compared to $8 thousand recognized in the same quarter of the prior year. Tax expense in the current period is recorded at the company expected effective tax rate of 25%. The Company anticipates it will be able to utilize the remaining net operating loss and a significant portion of the research and development credit carryforwards in the current fiscal year recorded on the balance sheet as a deferred tax asset.

Net income in the quarter ended March 31, 2018 was $0.4 million or $0.11 per diluted share as compared to the net income of $0.2 million thousand or $0.07 per diluted share in the same quarter of the prior year.

Liquidity and Capital Resources

Total current assets at March 31, 2018 decreased to $16.1 million from $17.2 million at December 31, 2017, a decrease of $1.2 million. The decrease in current assets is due to a decrease in cash of $1.6 million and a decrease in accounts receivable of $0.5 million, offset by an increase in costs in excess of billings of $0.8 million, and prepaid expenses and other assets of approximately $0.1 million, respectively. The decrease in cash is a directly related to the reduction of bank debt during the quarter.  Fluctuations in accounts receivable and costs and estimated earnings in excess of billing related to the Commercial Air Handling division are dependent upon progress billing milestones for contracts.  

Cash provided by operating activities for the three months ended March 31, 2018 was approximately $0.3 million and was adequate to fund the Company's operations.

15

Cash flow used in investing activities of $0.1 million was used for capital expenditures in the normal course of business. Capital expenditures were for tooling, machinery and equipment for product manufacturing.

Cash used by financing activities of approximately $1.9 million was primarily related $2.0 million repayment against the revolving credit facility and term loans with JPMorgan Chase Bank, N.A, as well as payments for the related party notes and capital leases outstanding, offset by $0.2 million borrowed against the revolving credit loan.

The Company expects positive cash flow from operations to be sufficient to fund working capital needs and service principal and interest payments due related to the bank debt and notes payable. In addition, the Company has $6.2 million available to borrow on the revolving credit facility at March 31, 2018. See Note 8 of notes to consolidated financial statements. Management believes the Company has adequate liquidity for working capital, capital expenditures and other strategic initiatives.

Off-Balance Sheet Arrangements

The Company has a secured performance and payment bond in the amount of $1.6 million as surety on completion of the requirements of a commercial air handling contract. The Company has no other off-balance sheet arrangements (as defined in Regulation S-K Item 303 paragraph (a)(4)(ii)) that have or are reasonably likely to have a material current or future effect on its financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Critical Accounting Pronouncements

The Company’s critical accounting policies are as presented in Notes to Consolidated Financial Statements and Management’s Discuss and Analysis of Financial Condition and Results of Operations in our Form 10-KT for the three-month transition period ended December 31, 2017.

Forward-Looking Statements

The foregoing discussion includes forward-looking statements relating to the business of the Company. These forward-looking statements, or other statements made by the Company, are made based on management's expectations and beliefs concerning future events impacting the Company and are subject to uncertainties and factors (including, but not limited to, those specified below) which are difficult to predict and, in many instances, are beyond the control of the Company. As a result, actual results of the Company could differ materially from those expressed in or implied by any such forward-looking statements. These uncertainties and factors include (a) the Company's ability to effectively integrate acquisitions and manage the larger operations of the combined businesses, (b) the Company's dependence upon a limited number of customers and the automotive industry, (c) the highly competitive industry in which the Company operates, which includes several competitors with greater financial resources and larger sales organizations, (d) the acceptance in the marketplace of new products and/or services developed or under development by the Company including automotive diagnostic products and indicating instrument products, (e) the ability of the Company to further establish distribution and a customer base in the automotive aftermarket, (f) the Company's ability to capitalize on market opportunities in certain sectors, including state automotive emissions programs and original equipment manufacturer (OEM) tool programs, (g) the Company's ability to obtain cost effective financing and (h) the Company's ability to satisfy obligations under its financing arrangements.

16

ITEM 3. MARKET RISK

The Company is exposed to certain market risks from transactions that it enters during the normal course of business. The Company has not entered into derivative financial instruments for trading purposes. The Company's primary market risks are exposure related to interest rate risk and equity market fluctuations. The Company's debt subject to interest rate risk relates to funds available under Credit Agreement with JPMorgan Chase Bank (“Chase Bank”). The Company had an outstanding balance on the revolving credit facility with Chase Bank of $1.8 million and an outstanding balance on the term A loan of $1.6 million. Interest for borrowings under the Credit Agreement accrue at prime rate or a LIBOR plus an applicable margin. In addition to floating rate debt under the Credit Agreement, the Company has fixed rate debt. At March 31, 2018, the Company has outstanding amounts of $0.2 million related to convertible notes that bear interest at 0.34%. The Company also has outstanding amounts of $1.6 million and $2.3 million related to promissory notes with a related party, each bearing interest at a rate of 4.0% per annum. The Company believes that the market risk relating to interest rate movements is minimal.

ITEM 4. CONTROLS AND PROCEDURES

As of March 31, 2018, an evaluation was performed, under the supervision and with the participation of the Company's management, including the Company's Chief Executive Officer along with the Company's Vice President, Finance and Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based upon that evaluation, the Company's management, including the Chief Executive Officer along with the Company's Vice President, Finance and Chief Financial Officer, concluded that the Company's disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended ("Exchange Act") were effective as March 31, 2018 to ensure that information required to be disclosed by the Company in reports that it files and submits under the Exchange Act is (1) recorded, processed, summarized and reported, within the time periods specified in the Commission's rules and forms, and (2) is accumulated and communicated to the Company's management, including its principal executive and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. There were no changes in the Company's internal control over financial reporting during the quarter ended March 31, 2018 that have materially affected or are reasonably likely to materially affect the Company's internal control over financial reporting.

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS. 

Hickok AE LLC (dba Air Enterprises), a wholly owned subsidiary of Hickok Incorporated, was named as a defendant in a lawsuit filed in Superior Court in Quebec, Canada by Carmichael Engineering Ltd. of Quebec (“Carmichael”). Carmichael’s lawsuit seeks payment of invoices for materials and services it allegedly provided to Air Enterprises prior to the Company’s acquisition and relating to a third-party cooling system. The Company believes the claims have been improperly brought against Hickok. The Company denies the allegations and will vigorously defend the claims brought against it. The Company cannot predict the outcome of the above matters or estimate the possible loss or range of loss, if any. Management believes that the allegations are without merit and that the ultimate resolution of these matters will not have a material adverse effect on the consolidated financial condition, results of operations or cash flow of the Company.

ITEM 2 UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Not applicable.

ITEM 3 DEFAULTS UPON SENIOR SECURITIES

Not applicable.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

Not applicable.

17

ITEM 6. EXHIBITS

2.1	Agreement and Plan of Merger, dated January 8, 2016, by and among First Francis Company Inc., Federal Hose Manufacturing LLC, Edward F. Crawford, Matthew V. Crawford, the Company and Federal Hose Merger Sub, Inc. (incorporated herein by reference to the appropriate exhibit to the Company’s Form 8-K as filed with the Commission on January 12, 2016).
10(a)	Convertible Promissory Note, dated April 9, 2014, issued by the Company to Roundball in the principal amount of $100,000.00 (incorporated herein by reference to the appropriate exhibit to the Company's Form 10-K as filed with the Commission on January 13, 2015).
10(b)	Convertible Promissory Note, dated May 2, 2014, issued by the Company to Roundball in the principal amount of $100,000.00 (incorporated herein by reference to the appropriate exhibit to the Company's Form 10-K as filed with the Commission on January 13, 2015).
10(c)	Hickok Incorporated 2010 Outside Directors Stock Option Plan (incorporated herein by reference to Appendix A of the Company's definitive proxy statement for its 2010 annual meeting of shareholders as filed with the Commission on January 26, 2010).**
10(d)	Hickok Incorporated 2013 Omnibus Equity Plan (incorporated herein by reference to Appendix A of the Company's definitive proxy statement for its 2013 annual meeting of shareholders as filed with the Commission on January 28, 2013).**
10(e)	Convertible Loan Agreement, dated December 30, 2011, among the Company, the Investors, and solely with respect to Section 3 thereof, Robert L. Bauman (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K as filed with the Commission on January 5, 2012) effective through December 30, 2012.
10(f)	Convertible Promissory Note, dated December 30, 2011, issued by the Company to Roundball in the principal amount of $466,879.87 (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K as filed with the Commission on January 5, 2012).
10(g)	Convertible Promissory Note, dated December 30, 2011, issued by the Company to the Aplin Trust in the principal amount of $208,591.20 (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K as filed with the Commission on January 5, 2012) effective through December 30, 2012.
10(h)	Registration Rights Agreement, dated December 30, 2011, among the Company and the Investors (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K as filed with the Commission on January 5, 2012).
10(i)	Voting Agreement, dated December 30, 2011, among the Company, the Investors and the Class B Shareholders of the Company (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K as filed with the Commission on January 5, 2012) effective through December 30, 2012.
10(j)	Subscription Agreement, dated December 30, 2011, between the Company and Roundball (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K as filed with the Commission on January 5, 2012) effective through December 30, 2012.
10(k)	Form of Employment Agreement (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K as filed with the Commission on January 5, 2012).**
10(l)	Amendment No. 1 to Convertible Loan Agreement, dated December 30, 2012, by and between the Company and Roundball, LLC. (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K as filed with the Commission on January 4, 2013) effective through December 30, 2013.
10(m)	Warrant Agreement, dated December 30, 2012, by and between the Company and Roundball, LLC. (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K as filed with the Commission on January 4, 2013) effective through December 30, 2015.
10(n)	Amendment No. 2 to Convertible Loan Agreement, dated December 30, 2013, by and between the Company and Roundball, LLC. (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K as filed with the Commission on January 2, 2014) effective through December 30, 2014.
10(o)	Amendment No. 3 to Convertible Loan Agreement, dated December 31, 2014, by and between the Company and Roundball, LLC. (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K as filed with the Commission on January 6, 2015) effective through December 30, 2015.
10(p)	Amendment No. 1 to Registration Rights Agreement, dated December 31, 2014, by and between the Company and Roundball, LLC. (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K as filed with the Commission on January 6, 2015).
10(q)	Amendment No. 4 to Convertible Loan Agreement, dated December 30, 2015, by and between the Company and Roundball, LLC. (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K as filed with the Commission on December 30, 2015 effective through December 30, 2016.
10(r)	Amendment No. 1 to Warrant Agreement, dated December 30, 2015, by and between the Company and Roundball, LLC. (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K as filed with the Commission on December 30, 2015) effective through December 30, 2016.
10(s)	Revolving Credit Agreement, dated June 3, 2016 between the Company and First Francis Company Inc. (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K filed with the Commission on June 7, 2016).
10(t)	Revolver Credit Promissory Note, dated June 3, 2016, between the Company and First Francis Company Inc. (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K filed with the Commission on June 7, 2016).
10(u)	Revolving Credit Promissory Note, dated June 27, 2016, between the Company and First Francis Company Inc. (incorporated herein by reference to the appropriate exhibit to the Company's Form 8-K filed with the Commission on June 30, 2016).
10(v)	Amendment No. 5 to Convertible Loan Agreement, dated December 20, 2016, by and between the Company and Roundball, LLC. effective through December 30, 2017 (incorporated herein by reference to the appropriate exhibit to the Company’s Form 8-K filed with the Commission on December 27, 2016).
10(w)	Amendment No. 2 to Warrant Agreement, dated December 20, 2016, by and between the Company and Roundball, LLC. effective through December 30, 2017 (incorporated herein by reference to the appropriate exhibit to the Company’s Form 8-K filed with the Commission on December 27, 2016).
10(x)	Credit Agreement, dated June 1, 2017, among Hickok Incorporated, Hickok Acquisition A LLC, Supreme Electronics Corp., Federal Hose Manufacturing LLC, Waekon Corporation, Hickok Operating LLC and JPMorgan Chase Bank, N.A. (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed with the Commission on June 5, 2017.)
10(y)	Asset Purchase Agreement dated June 1, 2017, among Hickok Acquisition A LLC, Air Enterprises Acquisition LLC, A. Malachi Mixon, III and William M. Weber (incorporated herein by reference to the appropriate exhibit to the Company’s Form 8-K filed with the Commission on June 5, 2017).
10(z)	Amendment No. 6 to Convertible Loan Agreement, dated December 29, 2017, by and between the Company and Roundball, LLC. effective through December 30, 2018 (incorporated herein by reference to the appropriate exhibit to the Company’s Form 8-K filed with the Commission on January 4, 2018).
10(aa)	Amendment No. 3 to Warrant Agreement, dated December 29, 2017, by and between the Company and Roundball, LLC. effective through December 30, 2018 (incorporated herein by reference to the appropriate exhibit to the Company’s Form 8-K filed with the Commission on January 4, 2018).
31.1	Rule 13a-14(a)/15d-14(a) Certification by the Chief Executive Officer.
31.2	Rule 13a-14(a)/15d-14(a) Certification by the Chief Financial Officer.
32.1	Certification by the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification by the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*	XBRL Instance
101.SCH*	XBRL Taxonomy Extension Schema
101.CAL*	XBRL Taxonomy Extension Calculation
101.DEF*	XBRL Extension Definition
101.LAB*	XBRL Taxonomy Extension Labels
101.PRE*	XBRL Taxonomy Extension Presentation

*XBRL information is furnished and not filed or a part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

18

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 as of the 15^th day of May 2018, thereunto duly authorized.

SIGNATURE:	TITLE
/s/ Brian E. Powers	Chairman, President and Chief
Brian E. Powers	Executive Officer
	(Principal Executive Officer)
/s/ Kelly J. Marek	Vice President and Chief Financial
Kelly J. Marek	Officer (Principal Accounting and Financial Officer)

19

EX-31.1

Exhibit 31.1

RULE 13a-14(a)/15d-14(a) CERTIFICATION

I, Brian Powers, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Hickok Incorporated (the "registrant");

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 

4.	The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
	a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b) Designed such internal controls over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.	The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
	a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
	b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

By:

/s/ B. Powers

B. Powers

Chief Executive Officer

May 15, 2018

EX-31.2

Exhibit 31.2

RULE 13a-14(a)/15d-14(a) CERTIFICATION

I, Kelly J. Marek, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Hickok Incorporated (the "registrant");

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 

4.	The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
	a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b) Designed such internal controls over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.	The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
	a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
	b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

By:

/s/ K. J, Marek

K. J. Marek

Vice President, Finance
and Chief Financial Officer

May 15, 2018

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Hickok Incorporated (the "Company") on Form 10-Q for the period ending March 31, 2018 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Brian Powers, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that:

1. the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ B. Powers

B. Powers

Chief Executive Officer

May 15, 2018

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Hickok Incorporated (the "Company") on Form 10-Q for the period ending March 31, 2018 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Kelly J. Marek, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that:

1. the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ K. J. Marek

K. J. Marek

Chief Financial Officer

May 15, 2018

XML

Document And Entity Information - shares	3 Months Ended
	Mar. 31, 2018	Apr. 30, 2018
Document Information [Line Items]
Entity Registrant Name	HICKOK INC
Entity Central Index Key	0000047307
Trading Symbol	hicka
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Type	10-Q
Document Period End Date	Mar. 31, 2018
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	Q1
Amendment Flag	false
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding (in shares)		773,616
Common Class A [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding (in shares)		2,138,219

XML

Consolidated Balance Sheets (Current Period Unaudited) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
CURRENT ASSETS:
Cash and Cash Equivalents	$ 848,146	$ 2,444,110
Accounts receivable less allowance for doubtful accounts	8,517,840	9,011,677
Costs and estimated earnings in excess of billing	2,393,431	1,605,991
Inventories-less allowance for obsolete inventory	3,905,941	3,903,481
Prepaid Expenses and other current assets	386,247	265,456
Total Current Assets	16,051,605	17,230,715
PROPERTY, PLANT AND EQUIPMENT:
Land and Improvements	235,179	235,179
Buildings and Leasehold Improvements	2,239,763	2,239,763
Machinery and Equipment	5,153,946	5,091,360
Total Property, Plant and Equipment	7,628,888	7,566,302
Less: Accumulated Depreciation	4,382,659	4,242,913
Property, Plant and Equipment, Net	3,246,229	3,323,389
OTHER ASSETS:
Goodwill	2,255,912	2,255,912
Intangibles, net of accumulated amortization	1,679,142	1,896,399
Deferred income taxes-less valuation allowance	2,173,892	2,173,892
Other non-current assets	3,250	3,250
Total Non-Current Other Assets	6,112,196	6,329,453
Total Assets	25,410,030	26,883,557
CURRENT LIABILITIES:
Convertible notes payable - related party	200,000	200,000
Notes payable - related party	428,455	352,727
Bank Debt - Current	500,000	500,000
Leases payable	56,529	55,735
Accounts payable	2,071,343	2,112,695
Unearned revenue	2,568,601	2,601,355
Accrued payroll and related expenses	648,901	723,053
Accrued expenses	1,209,408	1,340,465
Accrued income taxes	153,801	108,576
Total Current Liabilities	7,837,038	7,994,606
LONG-TERM LIABILITIES:
Notes payable - related party	3,538,603	3,651,765
Bank Debt	2,934,142	4,732,550
Leases payable	92,547	106,855
Total Long-Term Liabilities	6,565,292	8,491,170
STOCKHOLDERS' EQUITY
Preferred shares, no par value - 1,000,000 shares authorized, no shares issued and outstanding
Contributed capital	1,741,901	1,741,901
Treasury shares	(264,841)	(264,841)
Retained earnings	6,337,834	5,964,082
Total Stockholders' Equity	11,007,700	10,397,781
Total Liabilities and Stockholders' Equity	25,410,030	26,883,557
Common Class A [Member]
STOCKHOLDERS' EQUITY
Common stock	2,482,534	2,246,367
Common Class B [Member]
STOCKHOLDERS' EQUITY
Common stock	$ 710,272	$ 710,272

XML

Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares $ / shares in Thousands	Mar. 31, 2018	Dec. 31, 2017
Preferred stock, par value (in dollars per share)	$ 0	$ 0
Preferred stock, shares authorized (in shares)	1,000,000	1,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common Class A [Member]
Common stock, par value (in dollars per share)	$ 0	$ 0
Common stock, shares authorized (in shares)	10,000,000	10,000,000
Common stock, shares issued (in shares)	2,154,014	2,130,681
Common stock, shares outstanding (in shares)	2,154,014	2,130,681
Treasury shares, issued (in shares)	15,795	15,795
Common Class B [Member]
Common stock, par value (in dollars per share)	$ 0	$ 0
Common stock, shares authorized (in shares)	2,500,000	2,500,000
Common stock, shares issued (in shares)	779,283	779,283
Common stock, shares outstanding (in shares)	779,283	779,283
Treasury shares, issued (in shares)	5,667	5,667

XML

Consolidated Statement of Income (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Total sales	$ 11,878,700	$ 3,346,315
Cost of Sales	8,860,259	1,968,801
Gross Profit	3,018,441	1,377,514
Operating Expenses:
Product development costs	123,029	217,316
Selling, general and administrative expenses	2,252,327	894,302
Operating Income	643,085	265,896
Other (Income) and Expenses:
Interest charges	85,933	48,192
Other (income) expense, net	58,816	(3,563)
Total Other (Income) and Expenses	144,749	44,629
Income before Provision for Income Taxes	498,336	221,267
Provision for Income Taxes	124,584	8,127
Net Income	$ 373,752	$ 213,140
Net Income Per Common Share - Basic (in dollars per share)	$ 0.13	$ 0.07
Net Income Per Common Share - Diluted (in dollars per share)	$ 0.11	$ 0.07
Weighted Average Shares of Common Stock Outstanding – Basic (in shares)	2,911,057	2,877,493
Weighted Average Shares of Common Stock Outstanding - Diluted (in shares)	3,269,853	2,964,729

XML

Consolidated Statement of Cash Flow (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Cash Flows from Operating Activities
Net Income	$ 373,752	$ 213,140
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	359,981	104,217
Loss (gain) on disposal of assets		4,667
Non-cash share-based compensation expense	236,167	108,500
Changes in assets and liabilities:
Decrease (Increase) in accounts receivable	493,837	(525,746)
Decrease (Increase) in inventories	(2,460)	1,350
Decrease (Increase) in costs and estimated earnings in excess of billings	(787,440)
Decrease (Increase) in prepaid expenses & other assets	(120,791)	(242,154)
Increase (Decrease) in accounts payable	(41,352)	156,872
Increase (Decrease) in accrued payroll and related expenses	(74,152)	59,969
Increase (Decrease) in accrued expenses	(131,060)	34,097
Increase (Decrease) in accrued income taxes	45,228	(8,000)
Increase (Decrease) in unearned revenue	(32,754)	(157,557)
Total adjustments	(54,796)	(463,785)
Net Cash Provided by (Used in) Operating Activities	318,956	(250,645)
Cash Flows from Investing Activities
Capital expenditures	(62,586)	(65,830)
Decrease in deposits
Net Cash Provided by (Used in) Investing Activities	(62,586)	(65,830)
Cash Flows from Financing Activities
Payments on related party notes	(37,434)	(98,363)
Payments on bank debt	(1,975,000)
Borrowings on bank debt	173,614
Payments on capital lease	(13,514)	(18,092)
Net Cash Provided by (Used in) Financing Activities	(1,852,334)	(116,455)
Net Increase (decrease) in cash and cash equivalents	(1,595,964)	(432,930)
Cash and cash equivalents at beginning of year	2,444,110	3,607,452
Cash and cash equivalents at end of year	848,146	3,174,522
Supplemental disclosures of cash flow information
Interest Paid	156,413	48,677
Income Taxes Paid	$ 74,560	$ 20,500

XML

Note 1 - Basis of Presentation

3 Months Ended

Mar. 31, 2018

Notes to Financial Statements

Basis of Accounting [Text Block]

1.

  BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles (GAAP) for interim financial information and with the instructions to Form

10

-Q and Article

8

of Regulation S-

X.

Accordingly, they do

not

include all the information and footnotes required by generally accepted accounting principles for complete financial statements. The consolidated financial statements include the accounts of Hickok Incorporated and its wholly-owned subsidiaries. Significant intercompany transactions and balances have been eliminated in the financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the

three

months ended

March 31, 2018

are

not

necessarily indicative of the results that

may

be expected for the year ended

December 31, 2018.

For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s Transition Report on Form

10

-KT for the year ended

December 31, 2017. 

During the

three

-month period ended

March 31, 2018,

there have been

no

changes to our significant accounting policies other than the revenue recognition from contracts with customer, as discussed in Note

2

below. 

Reclassifications

Certain prior year amounts were reclassified to conform to the current year presentation, including transaction costs related to acquisitions that were reclassified from selling, general and administrative to other (income) expenses as these costs are

not

considered as operating costs. These reclassifications have

no

effect on the financial position or results of operations reported as of and for the periods presented.

XML

Note 2 - Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2018

Notes to Financial Statements

Significant Accounting Policies [Text Block]

2.

  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The Company’s Summary of Significant Accounting Policies is provided with the consolidated financial statements and footnotes thereto included in the Company’s Transition Report on Form

10

-KT for the

three

-month transition period ended

December 31, 2017.

Recently Adopted

Accounting Standards

The Company did

not

incur any material impact to its financial condition or results of operations due to the adoption of any new accounting standards during the periods reported.

In

May 2017,

the Financial Accounting Standards Board (FASB), issued ASU

2017

-

09,

"Compensation-Stock Compensation (Topic

718

): Scope of Modification Accounting." ASU

2017

-

09

provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting. The amendments in this update should be applied prospectively to an award modified on or after the adoption date. The Company adopted this guidance

January 1, 2018.  

The adoption of this guidance did

not

have a material effect on our consolidated financial statements.

In

August 2016,

FASB issued ASU

2016

-

15,

"Statement of Cash Flows (Topic

230

), Classification of Certain Cash Receipts and Cash Payments." The amendments in this update provide guidance on

eight

specific cash flow issues, thereby reducing the diversity in practice in how certain transaction are classified in the consolidated statements of cash flows. This standard is effective for annual periods and interim periods for those annual periods beginning on or after

December 15, 2017.  

Early adoption is permitted. The Company adopted this guidance

January 1, 2018.

The adoption of this guidance did

not

have a material impact on our consolidated financial statements.

In

March 2016,

the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU

2016

-

09

) a new standard that changes the accounting for certain aspects of share-based payments to employees. The new guidance requires excess tax benefits and tax deficiencies to be recorded in the income statement when the awards vest or are settled. In addition, cash flows related to excess tax benefits will

no

longer be separately classified as a financing activity apart from the other income tax cash flows. The standard also allows the Company to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting, clarifies that all cash payments made on an employee’s behalf for withheld shares should be presented as a financing activity on our cash flow statements, and provides an accounting policy election to account for forfeitures as they occur. The Company adopted this standard effective

October 1, 2017.

The adoption of this new standard did

not

have a material impact on our consolidated financial statements.

In

May 2014,

the FASB issued its final standard on the recognition of revenue from contracts with customers. The standard, issued as Accounting Standards Update (ASU)

2014

-

09,

outlines a single comprehensive model for entities to use in the accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry specific guidance. The core principle of this model is that “an entity recognizes revenue to depict the transfer of promised goods or services to a customer in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services.” The Company adopted this new standard effective

January 1, 2018. 

The adoption of this standard did

not

have a material impact on our consolidated financial statements.   

Recently Issued Accounting Standards

In

January 2017,

FASB issued ASU

2017

-

04,

"Intangibles-Goodwill and Other (Topic

350

): Simplifying the Test for Goodwill Impairment." ASU

2017

-

04

eliminates the

second

step in the goodwill impairment test which requires an entity to determine the implied fair value of the reporting unit’s goodwill. Instead, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying value and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value,

not

to exceed the total amount of goodwill allocated to the reporting unit. The standard, which should be applied prospectively, is effective for fiscal years and interim periods within those years beginning on or after

December 15, 2019.

Early adoption is permitted. We are evaluating the impact the adoption of this standard could have on our consolidated financial statements.

In

June 2016,

the FASB issued ASU

2016

-

13,

Financial Instruments-Credit Losses. The standard requires a financial asset (including trade receivables) measured at amortized cost basis to be presented at the net amount expected to be collected. Thus, the income statement will reflect the measurement of credit losses for newly-recognized financial assets as well as the expected increases or decreases of expected credit losses that have taken place during the period. This standard is effective for fiscal years and interim periods within those fiscal years beginning on or after

December 15, 2019

with early adoption permitted. We are evaluating the impact the adoption of this standard could have on our consolidated financial statements.

In

February 2016,

the FASB issued ASU

2016

-

02

“Leases (Topic

842

),” a new standard related to leases to increase transparency and comparability among organizations by requiring the recognition of lease assets and lease liabilities on the balance sheet. Most prominent among the amendments is the recognition of assets and liabilities by lessees for those leases classified as operating leases under previous U.S. GAAP. Under the new standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The new standard requires a modified retrospective transition for capital or operating leases existing at or entered into after the beginning of the earliest comparative period presented in the financial statements, but it does

not

require transition accounting for leases that expire prior to the date of initial application. The new standard is effective for fiscal years and interim periods within those years, beginning on or after

January 1, 2019,

with early adoption permitted. We are evaluating the impact the adoption of this standard will have to our consolidated financial statements.

XML

Note 3 - Accounts Receivable

3 Months Ended

Mar. 31, 2018

Notes to Financial Statements

Loans, Notes, Trade and Other Receivables Disclosure [Text Block]

3.

  ACCOUNTS RECEIVABLE

 

The Company establishes an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information. The reserve for doubtful accounts was

$13,384

and

$10,175

at

March 31, 2018

and

December 31, 2017,

respectively.

XML

Note 4 - Inventory

3 Months Ended

Mar. 31, 2018

Notes to Financial Statements

Inventory Disclosure [Text Block]

4.

  INVENTORY

Inventory is valued at the lower of cost (

first

-in,

first

-out) or market and consist of:

	March 31, 2018		December 31, 2017
Raw materials and component parts	$	2,547,745	$	2,637,138
Work-in-process		641,430		523,644
Finished products		1,182,683		1,200,204
Total Inventory	$	4,371,858		4,360,986
Less: inventory reserves		465,917		457,505
Net Inventory	$	3,905,941	$	3,903,481

XML

Note 5 - Goodwill and Other Intangible Assets, Net

3 Months Ended

Mar. 31, 2018

Notes to Financial Statements

Goodwill and Intangible Assets Disclosure [Text Block]

5.

GOODWILL AND OTHER INTANGIBLE ASSETS, NET

Intangible assets relate to the purchase of businesses on

June 1, 2017

and

July 1, 2016.

Goodwill represents the excess of cost over the fair value of identifiable assets acquired. Goodwill is

not

amortized but will be reviewed on an annual basis for impairment. Amortization of other intangibles is being amortized on a straight-line basis over period ranging from

one

year to

15

years. Intangible assets are as follows:

	March 31, 2018		December 31, 2017
Customer List: Backlog	$	1,970,000	$	1,970,000
Non-Compete Agreements		200,000		200,000
Trademarks		340,000		340,000
Other Intangibles		2,510,000		2,510,000
Less: Accumulated Amortization		830,858		613,601
Other Intangibles, Net	$	1,679,142	$	1,896,399

Amortization of other intangibles assets was:

$217,257

and 

$29,091

for the

three

months ended

March 31, 2018

and

2017,

respectively.

XML

Note 6 - Property, Plant and Equipment, Net

3 Months Ended

Mar. 31, 2018

Notes to Financial Statements

Property, Plant and Equipment Disclosure [Text Block]

6.

  PROPERTY, PLANT AND EQUPMENT, NET

Property, plant and equipment are recorded at cost and depreciated over their useful lives. Maintenance and repair costs are expenses as incurred. Property, plant and equipment are as follows:

	March 31, 2018		December 31, 2017
Land	$	235,179	$	235,179
Buildings and Improvements		2,239,763		2,239,763
Machinery & Equipment		5,153,946		5,091,360
Total Property, Plant & Equipment		7,628,888		7,566,302
Less: Accumulated Depreciation		4,382,659		4,242,913
Property Plant & Equipment, Net	$	3,246,229	$	3,323,389

Depreciation expense was

$139,746

and

$75,469

for the

three

months ended

March 31, 2018

and

2017,

respectively.

XML

Note 7 - Bank Debt

3 Months Ended

Mar. 31, 2018

Notes to Financial Statements

Long-term Debt [Text Block]

7.

  BANK DEBT 

The Company entered into a Credit Agreement on

June 1, 2017

with JPMorgan Chase Bank, N.A. as lender (the “Credit Agreement”). The Credit Agreement is comprised of a revolving facility in the amount of

$8,000,000,

subject to a borrowing base (determined based on

80%

of Eligible Accounts, plus

50%

of Eligible Progress Billing Accounts, plus

50%

of Eligible Inventory, minus Reserves, each as defined in the Credit Agreement) and a term A loan in the amount of

$2,000,000,

payable in consecutive monthly installments of

$41,667

commencing on

July 1, 2017.  

The revolving facility under the Credit Agreement includes a

$3

million sublimit for the issuance of letters of credit thereunder.  Interest for borrowings under the revolving facility accrues at a per annum rate equal to Prime Rate or LIBOR plus applicable margins of (i)

0.00%

for Prime Rate loans and (ii)

2.00%

for LIBOR loans. The maturity date of the revolving facility is

June 1, 2020.

Interest for borrowings under the term A loan accrues at a per annum rate equal to Prime Rate or LIBOR plus applicable margins of (i)

0.25%

for Prime Rate loans and (ii)

2.25%

for LIBOR loans. The maturity date of the term A loan is

June 1, 2021.

The Credit Agreement includes a commitment fee on the unused portion of the revolving facility of

0.25%

per annum payable quarterly. The obligations of the Company and other borrowers under the Credit Agreement are secured by a blanket lien on all the assets of the Company and its subsidiaries. The Credit Agreement also includes customary representations and warranties and applicable reporting requirements and covenants, including fixed charge coverage ratio and senior funded indebtedness to EBITDA ratio financial covenants.

In connection with entering into the Credit Agreement, the Company made a

one

-time prepayment of a portion of the outstanding principal under promissory notes held by First Francis Company Inc. (“First Francis”), in the amount of

$500,000.

  The Company was

not

required to make any of the scheduled quarterly payments due under these notes for the remainder of calendar

2017.

First Francis is owned by Edward Crawford and Matthew Crawford, who serve on the Board of Directors of the Company.   

Bank debt balances consist of the following: 

	March 31, 2018		December 31, 2017
Term Debt	$	1,625,000	$	1,750,000
Revolving Debt		1,847,850		3,524,235
Total Bank Debt		3,472,850		5,274,235
Less: Current Portion		500,000		500,000
Non-Current Bank Debt		2,972,850		4,774,235
Less: Unamortized Debt Costs		38,708		41,685
Net Non-Current Bank Debt	$	2,934,142	$	4,732,550

XML

Note 8 - Notes Payable

3 Months Ended

Mar. 31, 2018

Notes to Financial Statements

Debt Disclosure [Text Block]

8.

NOTES PAYABLE

Convertible Notes Payable

On

December 30, 2011,

management entered into a Convertible Loan Agreement (“Convertible Loan”) with Roundball, LLC (“Roundball”). The Convertible Loan provides approximately

$467,000

of liquidity to meet on- going working capital requirements of the Company and allows

$250,000

of borrowing on the agreement at the Company's discretion at an interest rate of

0.25%.

Roundball, a major shareholder of the Company, is an affiliate of Steven Rosen and Matthew Crawford, Directors of the Company.

There have been several amendments to the original agreement over the years for the purpose of extending the existing terms of the Convertible Loan. On

December 29, 2017,

management entered into Amendment

No.

6

of the Convertible Loan Agreement with Roundball. The amended Convertible Loan:

● Continues to provide approximately $467,000 of liquidity to meet on going working capital requirements;

● Continues to allow $250,000 of borrowing on the agreement at the Company's discretion at an interest rate of 0.34%; and

● Extends the due date of the loan agreement from December 30, 2017 to December 30, 2018.

The outstanding balance on the Convertible Loan as of

March 31, 2018,

and

December 31, 2017

was

$200,000

.

As part of the Convertible Loan, the parties entered into a Warrant Agreement, dated 

December 30, 2012 (

as amended to date, the “Warrant Agreement”), whereby the Company issued a warrant to Roundball to purchase, at its option, up to

100,000

shares of Class A Common Stock of the Company at an exercise price of

$2.50

per share, subject to certain anti-dilution and other adjustments. The Warrant Agreement, as amended, expires

December 30, 2018.

Short-Term Financing

On

June 3, 2016,

management entered into an unsecured revolving credit agreement with First Francis. First Francis became a major shareholder of the Company on

July 1, 2016

when the Company completed the acquisition of Federal Hose Manufacturing, LLC. The agreement provides for a revolving credit facility of

$250,000

with interest at

4.0%

per annum and is unsecured. Each loan made under the credit arrangement will be due and payable in full on the expiration date of the revolver note. In addition, the agreement generally allows for borrowing based on an amount equal to

eighty

percent of eligible accounts receivables or

$250,000.

The revolving line of credit expired on

May 31, 2017. 

The outstanding borrowings on the credit facility at

March 31, 2018

and

December 31, 2017

were

$0

,

respectively.

Notes Payable – Related Party

Notes payable - related parties is a result of the acquisition of a business on

July 1, 2016

and consists of the following:

	March 31, 2018		December 31, 2017
In connection with the acquisition, the Company entered into a promissory note on July 1, 2016 for a $2,000,000 loan due to First Francis Company, payable in quarterly installments of $60,911 beginning on October 31, 2016, including interest at 4%. The remaining balance of the note shall be payable in full on July 1, 2022.	$	1,622,421	$	1,639,206
In connection with the acquisition, the Company entered into a promissory note on July 1, 2016 for a $2,768,662 loan due to First Francis Company, payable in quarterly installments of $84,321 beginning on October 31, 2016, including interest at 4%. The remaining balance of the note shall be payable in full on July 1, 2022.		2,344,637		2,365,286
Total notes payable – related party		3,967,058		4,004,492
Less current portion		428,455		352,727
Notes payable – related party non-current portion	$	3,538,603	$	3,651,765

XML

Note 9 - Earnings Per Common Share

3 Months Ended

Mar. 31, 2018

Notes to Financial Statements

Earnings Per Share [Text Block]

9.

EARNINGS PER COMMON SHARE

 

The following table sets forth the computation of basic and diluted earnings per share.

	Three Months Ended March 31,
	2018		2017
Earnings Per Share - Basic
Net Income	$	373,752	$	213,140
Weighted average shares of common stock outstanding - Basic		2,911,057		2,877,493
Earnings Per Share - Basic	$	0.13	$	0.07
Earnings Per Share - Diluted
Weighted average shares of common stock outstanding - Basic		2,911,057		2,877,493
Warrants, Options and Convertible Notes		358,796		87,236
Weighted average shares of common stock -Diluted		3,269,853		2,964,729
Earnings Per Share - Diluted	$	0.11	$	0.07

XML

Note 10 - Acquisitions

3 Months Ended

Mar. 31, 2018

Notes to Financial Statements

Mergers, Acquisitions and Dispositions Disclosures [Text Block]

10.

ACQUISITIONS

The Company purchased certain assets and assumed certain liabilities of Air Enterprises Acquisition, LLC on

June 1, 2017

for

$10,250,000.

The acquired business will continue to operate under the name Air Enterprises (“AE”). AE manufactures custom air handling units under fixed price contracts. Its customers are typically in the health care, university, research, pharmaceutical and industrial manufacturing market segments, and span all across the United States and worldwide. AE has

one

operating location in Northeastern Ohio. The purchase price was assigned to the book value of the net assets acquired with the excess over the book value assigned to intangible assets and goodwill and has been allocated to the following accounts:

Accounts Receivable	$	4,761,368
Inventory		594,503
Costs in excess of billings and estimated costs		3,980,824
Fixed Assets		2,112,120
Prepaid and Other Assets		53,110
Intangibles Assets		1,230,000
Goodwill		631,392
Total Assets Acquired	$	13,363,317
Accounts Payable	$	1,726,618
Billings in Excess of costs and earnings		594,545
Accrued Payroll and related expenses		325,950
Accrued Expense		424,671
Lease Payable		41,533
Total Liabilities Assumed	$	3,113,317
Net Assets Acquired	$	10,250,000

XML

Note 11 - Segment and Related Information

3 Months Ended

Mar. 31, 2018

Notes to Financial Statements

Segment Reporting Disclosure [Text Block]

11.

SEGMENT AND RELATED INFORMATION

  

The Company operates

three

reportable segments:

1

) commercial air handling,

2

) test and measurement and

3

) industrial hose. The Company's management evaluates segment performance based primarily on operating earnings before taxes. Non-operating items such as marketing and general administrative expenses, interest income, and interest expense are included in administrative and other expenses. Depreciation expense on assets used in manufacturing are considered part of each segment's operating performance. Depreciation expense on non-manufacturing assets is included in selling, general and administrative expenses.

Commercial Air Handling:

This segment manufactures custom air handling units under fixed price contract to customers in the health care, university, research, pharmaceutical and industrial manufacturing market segments, and across the United States and worldwide.

Test and Measurement:

This segment consists of diagnostic tools and equipment sold to the automotive industry and indicators and gauges sold primarily to companies in the aircraft and locomotive industries. These products are sold to original equipment manufacturers and to the aftermarket using a variety of distribution methods.

Industrial Hose:

This segment consists primarily of flexible metal and silicone hose products designed and manufactured or distributed primarily to the trucking industry and other industrial end-users. These products are sold to original equipment manufacturers and to the aftermarket using a variety of distribution methods.

Information by industry segment is set forth below:

 

	Three Months Ended
	March 31
	2018			2017
Sales
Commercial Air Handling	$	9,115,937		$	-
Test and Measurement		1,071,847			1,770,071
Industrial Hose		1,690,916			1,576,244
Total Sales	$	11,878,700		$	3,346,315
Income Before Provision for Income Taxes
Commercial Air Handling		865,205			-
Test and Measurement		(128,949	)		734,228
Industrial Hose		100,189			425,970
General Corporate Expenses		(338,109	)		(938,931	)
Income Before Provision for Income Taxes	$	498,336		$	221,267

XML

Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2018

Accounting Policies [Abstract]

New Accounting Pronouncements, Policy [Policy Text Block]

Recently Adopted

Accounting Standards

The Company did

not

incur any material impact to its financial condition or results of operations due to the adoption of any new accounting standards during the periods reported.

In

May 2017,

the Financial Accounting Standards Board (FASB), issued ASU

2017

-

09,

"Compensation-Stock Compensation (Topic

718

): Scope of Modification Accounting." ASU

2017

-

09

provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting. The amendments in this update should be applied prospectively to an award modified on or after the adoption date. The Company adopted this guidance

January 1, 2018.  

The adoption of this guidance did

not

have a material effect on our consolidated financial statements.

In

August 2016,

FASB issued ASU

2016

-

15,

"Statement of Cash Flows (Topic

230

), Classification of Certain Cash Receipts and Cash Payments." The amendments in this update provide guidance on

eight

specific cash flow issues, thereby reducing the diversity in practice in how certain transaction are classified in the consolidated statements of cash flows. This standard is effective for annual periods and interim periods for those annual periods beginning on or after

December 15, 2017.  

Early adoption is permitted. The Company adopted this guidance

January 1, 2018.

The adoption of this guidance did

not

have a material impact on our consolidated financial statements.

In

March 2016,

the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU

2016

-

09

) a new standard that changes the accounting for certain aspects of share-based payments to employees. The new guidance requires excess tax benefits and tax deficiencies to be recorded in the income statement when the awards vest or are settled. In addition, cash flows related to excess tax benefits will

no

longer be separately classified as a financing activity apart from the other income tax cash flows. The standard also allows the Company to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting, clarifies that all cash payments made on an employee’s behalf for withheld shares should be presented as a financing activity on our cash flow statements, and provides an accounting policy election to account for forfeitures as they occur. The Company adopted this standard effective

October 1, 2017.

The adoption of this new standard did

not

have a material impact on our consolidated financial statements.

In

May 2014,

the FASB issued its final standard on the recognition of revenue from contracts with customers. The standard, issued as Accounting Standards Update (ASU)

2014

-

09,

outlines a single comprehensive model for entities to use in the accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry specific guidance. The core principle of this model is that “an entity recognizes revenue to depict the transfer of promised goods or services to a customer in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services.” The Company adopted this new standard effective

January 1, 2018. 

The adoption of this standard did

not

have a material impact on our consolidated financial statements.   

Recently Issued Accounting Standards

In

January 2017,

FASB issued ASU

2017

-

04,

"Intangibles-Goodwill and Other (Topic

350

): Simplifying the Test for Goodwill Impairment." ASU

2017

-

04

eliminates the

second

step in the goodwill impairment test which requires an entity to determine the implied fair value of the reporting unit’s goodwill. Instead, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying value and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value,

not

to exceed the total amount of goodwill allocated to the reporting unit. The standard, which should be applied prospectively, is effective for fiscal years and interim periods within those years beginning on or after

December 15, 2019.

Early adoption is permitted. We are evaluating the impact the adoption of this standard could have on our consolidated financial statements.

In

June 2016,

the FASB issued ASU

2016

-

13,

Financial Instruments-Credit Losses. The standard requires a financial asset (including trade receivables) measured at amortized cost basis to be presented at the net amount expected to be collected. Thus, the income statement will reflect the measurement of credit losses for newly-recognized financial assets as well as the expected increases or decreases of expected credit losses that have taken place during the period. This standard is effective for fiscal years and interim periods within those fiscal years beginning on or after

December 15, 2019

with early adoption permitted. We are evaluating the impact the adoption of this standard could have on our consolidated financial statements.

In

February 2016,

the FASB issued ASU

2016

-

02

“Leases (Topic

842

),” a new standard related to leases to increase transparency and comparability among organizations by requiring the recognition of lease assets and lease liabilities on the balance sheet. Most prominent among the amendments is the recognition of assets and liabilities by lessees for those leases classified as operating leases under previous U.S. GAAP. Under the new standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The new standard requires a modified retrospective transition for capital or operating leases existing at or entered into after the beginning of the earliest comparative period presented in the financial statements, but it does

not

require transition accounting for leases that expire prior to the date of initial application. The new standard is effective for fiscal years and interim periods within those years, beginning on or after

January 1, 2019,

with early adoption permitted. We are evaluating the impact the adoption of this standard will have to our consolidated financial statements.

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Note 4 - Inventory (Tables)

3 Months Ended

Mar. 31, 2018

Notes Tables

Schedule of Inventory, Current [Table Text Block]

	March 31, 2018		December 31, 2017
Raw materials and component parts	$	2,547,745	$	2,637,138
Work-in-process		641,430		523,644
Finished products		1,182,683		1,200,204
Total Inventory	$	4,371,858		4,360,986
Less: inventory reserves		465,917		457,505
Net Inventory	$	3,905,941	$	3,903,481

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Note 5 - Goodwill and Other Intangible Assets, Net (Tables)

3 Months Ended

Mar. 31, 2018

Notes Tables

Schedule of Finite-Lived Intangible Assets [Table Text Block]

	March 31, 2018		December 31, 2017
Customer List: Backlog	$	1,970,000	$	1,970,000
Non-Compete Agreements		200,000		200,000
Trademarks		340,000		340,000
Other Intangibles		2,510,000		2,510,000
Less: Accumulated Amortization		830,858		613,601
Other Intangibles, Net	$	1,679,142	$	1,896,399

XML

Note 6 - Property, Plant and Equipment, Net (Tables)

3 Months Ended

Mar. 31, 2018

Notes Tables

Property, Plant and Equipment [Table Text Block]

	March 31, 2018		December 31, 2017
Land	$	235,179	$	235,179
Buildings and Improvements		2,239,763		2,239,763
Machinery & Equipment		5,153,946		5,091,360
Total Property, Plant & Equipment		7,628,888		7,566,302
Less: Accumulated Depreciation		4,382,659		4,242,913
Property Plant & Equipment, Net	$	3,246,229	$	3,323,389

XML

Note 7 - Bank Debt (Tables)

3 Months Ended

Mar. 31, 2018

Notes Tables

Schedule of Debt [Table Text Block]

	March 31, 2018		December 31, 2017
Term Debt	$	1,625,000	$	1,750,000
Revolving Debt		1,847,850		3,524,235
Total Bank Debt		3,472,850		5,274,235
Less: Current Portion		500,000		500,000
Non-Current Bank Debt		2,972,850		4,774,235
Less: Unamortized Debt Costs		38,708		41,685
Net Non-Current Bank Debt	$	2,934,142	$	4,732,550

XML

Note 8 - Notes Payable (Tables)

3 Months Ended

Mar. 31, 2018

Notes Tables

Schedule of Related Party Transactions [Table Text Block]

	March 31, 2018		December 31, 2017
In connection with the acquisition, the Company entered into a promissory note on July 1, 2016 for a $2,000,000 loan due to First Francis Company, payable in quarterly installments of $60,911 beginning on October 31, 2016, including interest at 4%. The remaining balance of the note shall be payable in full on July 1, 2022.	$	1,622,421	$	1,639,206
In connection with the acquisition, the Company entered into a promissory note on July 1, 2016 for a $2,768,662 loan due to First Francis Company, payable in quarterly installments of $84,321 beginning on October 31, 2016, including interest at 4%. The remaining balance of the note shall be payable in full on July 1, 2022.		2,344,637		2,365,286
Total notes payable – related party		3,967,058		4,004,492
Less current portion		428,455		352,727
Notes payable – related party non-current portion	$	3,538,603	$	3,651,765

XML

Note 9 - Earnings Per Common Share (Tables)

3 Months Ended

Mar. 31, 2018

Notes Tables

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

	Three Months Ended March 31,
	2018		2017
Earnings Per Share - Basic
Net Income	$	373,752	$	213,140
Weighted average shares of common stock outstanding - Basic		2,911,057		2,877,493
Earnings Per Share - Basic	$	0.13	$	0.07
Earnings Per Share - Diluted
Weighted average shares of common stock outstanding - Basic		2,911,057		2,877,493
Warrants, Options and Convertible Notes		358,796		87,236
Weighted average shares of common stock -Diluted		3,269,853		2,964,729
Earnings Per Share - Diluted	$	0.11	$	0.07

XML

Note 10 - Acquisitions (Tables)

3 Months Ended

Mar. 31, 2018

Notes Tables

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]

Accounts Receivable	$	4,761,368
Inventory		594,503
Costs in excess of billings and estimated costs		3,980,824
Fixed Assets		2,112,120
Prepaid and Other Assets		53,110
Intangibles Assets		1,230,000
Goodwill		631,392
Total Assets Acquired	$	13,363,317
Accounts Payable	$	1,726,618
Billings in Excess of costs and earnings		594,545
Accrued Payroll and related expenses		325,950
Accrued Expense		424,671
Lease Payable		41,533
Total Liabilities Assumed	$	3,113,317
Net Assets Acquired	$	10,250,000

XML

Note 11 - Segment and Related Information (Tables)

3 Months Ended

Mar. 31, 2018

Notes Tables

Schedule of Segment Reporting Information, by Segment [Table Text Block]

	Three Months Ended
	March 31
	2018			2017
Sales
Commercial Air Handling	$	9,115,937		$	-
Test and Measurement		1,071,847			1,770,071
Industrial Hose		1,690,916			1,576,244
Total Sales	$	11,878,700		$	3,346,315
Income Before Provision for Income Taxes
Commercial Air Handling		865,205			-
Test and Measurement		(128,949	)		734,228
Industrial Hose		100,189			425,970
General Corporate Expenses		(338,109	)		(938,931	)
Income Before Provision for Income Taxes	$	498,336		$	221,267

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Note 3 - Accounts Receivable (Details Textual) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Allowance for Doubtful Accounts Receivable, Ending Balance	$ 13,384	$ 10,175

XML

Note 4 - Inventory - Inventory (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Raw materials and component parts	$ 2,547,745	$ 2,637,138
Work-in-process	641,430	523,644
Finished products	1,182,683	1,200,204
Total Inventory	4,371,858	4,360,986
Less: inventory reserves	465,917	457,505
Net Inventory	$ 3,905,941	$ 3,903,481

XML

Note 5 - Goodwill and Other Intangible Assets, Net (Details Textual) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Amortization of Intangible Assets, Total	$ 217,257	$ 29,091
Minimum [Member]
Finite-Lived Intangible Asset, Useful Life	1 year
Maximum [Member]
Finite-Lived Intangible Asset, Useful Life	15 years

XML

Note 5 - Goodwill and Other Intangible Assets, Net - Summary of Intangible Assets (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Other intangibles, gross	$ 2,510,000	$ 2,510,000
Less: Accumulated Amortization	830,858	613,601
Other Intangibles, Net	1,679,142	1,896,399
Customer Lists [Member]
Other intangibles, gross	1,970,000	1,970,000
Noncompete Agreements [Member]
Other intangibles, gross	200,000	200,000
Trademarks [Member]
Other intangibles, gross	$ 340,000	$ 340,000

XML

Note 6 - Property, Plant and Equipment, Net (Details Textual) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Depreciation, Total	$ 139,746	$ 75,469

XML

Note 6 - Property, Plant and Equipment, Net - Schedule of Property, Plant, and Equipment (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Property Plant and Equipment, Gross	$ 7,628,888	$ 7,566,302
Less: Accumulated Depreciation	4,382,659	4,242,913
Property Plant & Equipment, Net	3,246,229	3,323,389
Land [Member]
Property Plant and Equipment, Gross	235,179	235,179
Building and Building Improvements [Member]
Property Plant and Equipment, Gross	2,239,763	2,239,763
Machinery and Equipment [Member]
Property Plant and Equipment, Gross	$ 5,153,946	$ 5,091,360

XML

Note 7 - Bank Debt (Details Textual)	Jun. 01, 2017 USD ($)
Line of Credit [Member] | First Francis [Member]
Repayments of Notes Payable	$ 500,000
J P Morgan Chase Bank [Member]
Long-term Debt, Total	2,000,000
Debt Instrument, Periodic Payment, Total	$ 41,667
J P Morgan Chase Bank [Member] | Prime Rate [Member]
Debt Instrument, Basis Spread on Variable Rate	0.25%
J P Morgan Chase Bank [Member] | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument, Basis Spread on Variable Rate	2.25%
J P Morgan Chase Bank [Member] | Revolving Credit Facility [Member]
Line of Credit Facility, Maximum Borrowing Capacity	$ 8,000,000
Line of Credit Facility, Percent of Eligible Accounts	80.00%
Line of Credit Facility, Percent of Eligible Progress Billing Accounts	50.00%
Line of Credit Facility, Percent of Eligible Inventory	50.00%
Line of Credit Facility, Commitment Fee Percentage	0.25%
J P Morgan Chase Bank [Member] | Revolving Credit Facility [Member] | Prime Rate [Member]
Debt Instrument, Basis Spread on Variable Rate	0.00%
J P Morgan Chase Bank [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument, Basis Spread on Variable Rate	2.00%
J P Morgan Chase Bank [Member] | Letter of Credit [Member]
Line of Credit Facility, Maximum Borrowing Capacity	$ 3,000,000

XML

Note 7 - Bank Debt - Summary of Loan Balances (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Total Bank Debt	$ 3,472,850	$ 5,274,235
Less: Current Portion	500,000	500,000
Non-Current Bank Debt	2,972,850	4,774,235
Less: Unamortized Debt Costs	38,708	41,685
Net Non-Current Bank Debt	2,934,142	4,732,550
Term Debt [Member]
Total Bank Debt	1,625,000	1,750,000
Line of Credit [Member]
Total Bank Debt	$ 1,847,850	$ 3,524,235

XML

Note 8 - Notes Payable (Details Textual) - USD ($)	Jun. 03, 2016	Mar. 31, 2018	Dec. 31, 2017	Dec. 29, 2016	Dec. 30, 2012	Dec. 30, 2011
Line of Credit Facility, Fair Value of Amount Outstanding		$ 200,000	$ 200,000
Roundball LLC [Member] | Amendment No. 5 [Member]
Working Capital Funding				$ 467,000
Line of Credit Facility, Maximum Borrowing Capacity				$ 250,000
Debt Instrument, Interest Rate, Stated Percentage				0.34%
Roundball LLC [Member] | Amendment No. 1 [Member] | Warrant to Purchase Class A Common Stock [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights					100,000
Class of Warrant or Right, Exercise Price of Warrants or Rights					$ 2.50
First Francis [Member] | Revolving Credit Facility [Member]
Line of Credit Facility, Maximum Borrowing Capacity	$ 250,000
Line of Credit Facility, Interest Rate During Period	4.00%
Line of Credit Facility, Maximum Borrowing Capacity, Percentage of Accounts Receivable	80.00%
Long-term Line of Credit, Total		$ 0	$ 0
Director [Member] | Roundball LLC [Member] | Convertible Notes Payable [Member]
Working Capital Funding						$ 467,000
Line of Credit Facility, Maximum Borrowing Capacity						$ 250,000
Debt Instrument, Interest Rate, Stated Percentage						0.25%

XML

Note 8 - Notes Payable - Notes Due to Related Parties (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017
Less current portion	$ 428,455	$ 352,727
Notes payable – related party non-current portion	3,538,603	3,651,765
First Francis [Member]
Notes payable, related parties	3,967,058	4,004,492
Less current portion	428,455	352,727
Notes payable – related party non-current portion	3,538,603	3,651,765
First Francis [Member] | Promissory Note 1 [Member]
Notes payable, related parties	1,622,421	1,639,206
First Francis [Member] | Promissory Note 2 [Member]
Notes payable, related parties	$ 2,344,637	$ 2,365,286

XML

Note 8 - Notes Payable - Notes Due to Related Parties (Details) (Parentheticals) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Promissory Note 1 [Member]
Notes payable, face value	$ 2,000,000	$ 2,000,000
Notes payable, quarterly payment	$ 60,911	$ 60,911
Notes payable, interest rate	4.00%	4.00%
Promissory Note 2 [Member]
Notes payable, face value	$ 2,768,662	$ 2,768,662
Notes payable, quarterly payment	$ 84,321	$ 84,321
Notes payable, interest rate	4.00%	4.00%

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Note 9 - Earnings Per Common Share - Summary of Earnings Per Share Calculation (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Net Income	$ 373,752	$ 213,140
Weighted average shares of common stock outstanding - Basic (in shares)	2,911,057	2,877,493
Earnings Per Share - Basic (in dollars per share)	$ 0.13	$ 0.07
Warrants, Options and Convertible Notes (in shares)	358,796	87,236
Weighted average shares of common stock -Diluted (in shares)	3,269,853	2,964,729
Earnings Per Share - Diluted (in dollars per share)	$ 0.11	$ 0.07

XML

Note 10 - Acquisitions (Details Textual)	Jun. 01, 2017 USD ($)
Air Enterprises [Member]
Number of States in which Entity Operates	1
Air Enterprises [Member]
Business Combination, Consideration Transferred, Total	$ 10,250,000

XML

Note 10 - Acquisitions - Summary Assets Acquired and Liabilities Assumed (Details) - USD ($)	Mar. 31, 2018	Dec. 31, 2017	Jun. 01, 2017
Goodwill	$ 2,255,912	$ 2,255,912
Air Enterprises [Member]
Accounts Receivable			$ 4,761,368
Inventory			594,503
Costs in excess of billings and estimated costs			3,980,824
Fixed Assets			2,112,120
Prepaid and Other Assets			53,110
Intangibles Assets			1,230,000
Goodwill			631,392
Total Assets Acquired			13,363,317
Accounts Payable			1,726,618
Billings in Excess of costs and earnings			594,545
Accrued Payroll and related expenses			325,950
Accrued Expense			424,671
Lease Payable			41,533
Total Liabilities Assumed			3,113,317
Net Assets Acquired			$ 10,250,000

XML

Note 11 - Segment and Related Information (Details Textual)	3 Months Ended
	Mar. 31, 2018
Number of Reportable Segments	3

XML

Note 11 - Segment and Related Information - Information by Industry Segment (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Sales	$ 11,878,700	$ 3,346,315
Income (loss) before provision for income taxes	498,336	221,267
Operating Segments [Member] | Commercial Air Handling [Member]
Sales	9,115,937
Income (loss) before provision for income taxes	865,205
Operating Segments [Member] | Test and Measurement [Member]
Sales	1,071,847	1,770,071
Income (loss) before provision for income taxes	(128,949)	734,228
Operating Segments [Member] | Industrial Hose [Member]
Sales	1,690,916	1,576,244
Income (loss) before provision for income taxes	100,189	425,970
Corporate, Non-Segment [Member]
Income (loss) before provision for income taxes	$ (338,109)	$ (938,931)