-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DmZ8jt3RAETBNFmhkYvj0iC4Lxk5Hu+/1P5eSWmtuny7faNG+ysShOi8XVUH/7b9 qGEqcbWCGmLfikAjfp58mg== 0000064463-96-000011.txt : 19960809 0000064463-96-000011.hdr.sgml : 19960809 ACCESSION NUMBER: 0000064463-96-000011 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960628 FILED AS OF DATE: 19960808 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MECHANICAL TECHNOLOGY INC CENTRAL INDEX KEY: 0000064463 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 141462255 STATE OF INCORPORATION: NY FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-06890 FILM NUMBER: 96605969 BUSINESS ADDRESS: STREET 1: 968 ALBANY-SHAKER RD CITY: LATHAM STATE: NY ZIP: 12110 BUSINESS PHONE: 5187852211 MAIL ADDRESS: STREET 2: 968 ALBANY SHAKER RD CITY: LATHAM STATE: NY ZIP: 12110 10-Q 1 QTRLY REPORT : MECHANICAL TECHNOLOGY INC - 3RD QTR ============================================================================= ============================================================================= 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 June 28, 1996 / / Transition report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 For the transition period from to ---------------------------------- Commission File Number 0-6890 ---------------------------------- MECHANICAL TECHNOLOGY INCORPORATED (Exact name of registrant as specified in its charter) New York 14-1462255 - ---------------------------------------- --------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 968 Albany-Shaker Road, Latham, New York 12110 - ------------------------------------------ ------------- (Address of principal executive offices) (Zip Code) (518) 785-2211 -------------- (Registrant's telephone number, including area code) Not Applicable -------------- (Former name,former address and former fiscal year,if changed since last report) 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 --- --- Class Outstanding at June 28, 1996 - ----------------------------- ----------------------------- Common Stock, $1.00 Par Value 4,899,201 Shares ============================================================================= ============================================================================= 1 MECHANICAL TECHNOLOGY INCORPORATED AND SUBSIDIARIES INDEX Page No. -------- Part I Financial Information Consolidated Balance Sheets - June 28, 1996 and September 30, 1995 3 - 4 Consolidated Statements of Income - Three months and nine months ended June 28, 1996 and July 1, 1995 5 Consolidated Statements of Cash Flows - Nine months ended June 28, 1996 and July 1, 1995 6 Notes to Consolidated Financial Statements 7 Management's Discussion and Analysis of Financial Condition and Results of Operations 8 - 10 Part II Other Information 11 - 12 Signature 13 2 PART I FINANCIAL INFORMATION MECHANICAL TECHNOLOGY INCORPORATED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS As of June 28, 1996 (Unaudited) and September 30, 1995 (Derived from audited financial statements) (Dollars in thousands)
June 28, Sept. 30, 1996 1995 -------- -------- ASSETS Current Assets: Cash and cash equivalents $ 1,907 $ 78 Trade accounts 6,264 6,896 Other receivables 58 17 ------- ------- Gross receivables 6,322 6,913 Allowance for doubtful accounts (112) (120) ------- ------- Net receivables 6,210 6,793 Inventories: Raw materials and components 2,187 2,116 Work in process 2,357 1,119 Finished goods 127 249 ------- ------- Total inventories 4,671 3,484 Escrow deposit - 750 Prepaid expenses & other current assets 689 461 ------- ------- Total Current Assets 13,477 11,566 Other Assets: Excess of cost over net assets of acquired companies, net 54 59 Other 30 60 Property, Plant and Equipment: Cost 19,430 19,115 Accumulated depreciation (16,760) (16,317) ------- ------- Net Property, Plant and Equipment 2,670 2,798 ------- ------- TOTAL ASSETS $ 16,231 $ 14,483 ======= =======
The accompanying notes are an integral part of the consolidated financial statements. 3 MECHANICAL TECHNOLOGY INCORPORATED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Continued) As of June 28, 1996 (Unaudited) and September 30, 1995 (Derived from audited financial statements) (Dollars in thousands)
June 28, Sept.30, 1996 1995 -------- -------- LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Line-of-Credit $ 1,021 $ 1,446 Note Payable 3,000 - Current installments on long-term debt 604 738 Income taxes payable 13 13 Accounts payable 2,056 2,290 Accrued liabilities 3,649 3,342 Net liabilities of discontinued operations 1,131 2,756 Payroll and other taxes withheld and accrued 476 387 ------- ------- Total Current Liabilities 11,950 10,972 Line-of-Credit, net of current portion 1,600 1,962 Note Payable - 3,000 Long-term debt, net of current maturities 857 1,260 Deferred income taxes and other credits 764 779 ------- ------- Total Liabilities 15,171 17,973 Shareholders' Equity: Common stock 4,902 3,569 Paid-in capital 13,423 12,856 Retained earnings - beginning of year (19,837) (22,759) - current year 2,646 2,922 Foreign currency translation adjustment (20) (20) Treasury stock (29) (29) Restricted stock grants (25) (29) ------- ------- Total Shareholders' Equity 1,060 (3,490) ------- ------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 16,231 $ 14,483 ======= =======
The accompanying notes are an integral part of the consolidated financial statements. 4 MECHANICAL TECHNOLOGY INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Dollars in thousands, except per share)
Three months ended Nine months ended June 28, July 1, June 28, July 1, 1996 1995 1996 1995 -------- -------- -------- -------- Product revenue $ 4,772 $ 3,411 $ 15,108 $ 14,806 Research & development revenue 2,018 3,247 6,947 7,824 ------- ------- ------- ------- Total revenue $ 6,790 $ 6,658 $ 22,055 $ 22,630 Product cost of sales 3,038 2,437 9,379 9,111 Research & development contract costs 1,375 2,355 4,589 6,330 Selling, general and administrative expenses 2,118 1,678 6,240 5,637 Product development and research costs 325 264 894 1,006 ------- ------- ------- ------- Operating (loss) income from continuing operations $ (66) $ (76) $ 953 $ 546 Interest expense (195) (231) (618) (814) Gain on sale of subsidiary, ProQuip - - 750 6,779 Other (expense) income, net (184) (42) (530) (155) ------- ------- ------- ------- (Loss) income from continuing operations before income taxes $ (445) $ (349) $ 555 $ 6,356 Income tax expense 36 11 52 79 ------- ------- ------- ------- (Loss) income from continuing operations $ (481) $ (360) $ 503 $ 6,277 Income from discontinued operations 2,143 - 2,143 - ------- ------- ------- ------- Net income (loss) $ 1,662 $ (360) $ 2,646 $ 6,277 ======= ======= ======= ======= Earnings (loss) per share: Continuing operations $ (.14) $ (.10) $ .14 $ 1.76 Discontinued operations .60 .00 .60 .00 ------- ------- ------- ------- Earnings (loss) per share $ .46 $ (.10) $ .74 $ 1.76 ======= ======= ======= =======
The accompanying notes are an integral part of the consolidated financial statements. 5 MECHANICAL TECHNOLOGY INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Dollars in thousands)
Nine months ended June 28, July 1, 1996 1995 -------- -------- OPERATING ACTIVITIES Net income from continuing operations $ 503 $ 6,277 Adjustments to reconcile net income to net cash provided by continuing operations: Depreciation and amortization 503 548 Gain on sale of subsidiary (750) (6,779) Provision for deferred income taxes (15) 1 Accounts receivable reserve (8) 16 Asset valuation reserve 144 - Foreign currency translation - 7 Other 1 12 Changes in operating assets and liabilities of continuing operations: Accounts receivable 591 2,066 Inventories (1,187) (1,063) Escrow deposit 750 - Prepaid expenses and other current assets (228) (34) Accounts payable (234) 137 Income taxes - 326 Accrued liabilities 396 (1,501) ------- ------- Net cash provided by continuing operations $ 466 $ 13 ------- ------- Discontinued operations: Income from discontinued operations 2,143 - Changes in net liabilities of discontinued operations (1,625) - ------- ------- Net cash provided by discontinued operations $ 518 $ - ------- ------- Net cash provided by operations $ 984 $ 13 ------- ------- INVESTING ACTIVITIES Purchases of property, plant & equipment $ (481) $ (584) Proceeds from sale of subsidiary, ProQuip, net of cash balance and expenses 750 9,125 ------- ------- Net cash provided in investing activities $ 269 $ 8,541 ------- ------- FINANCING ACTIVITIES Net payments under line-of credit agreement $ (787) $ (1,418) Principal payments of long-term debt (537) (8,750) Private placement of common stock, net of expenses 1,900 - ------- ------- Net cash provided (used) in financing activities $ 576 $(10,168) ------- ------- Increase (decrease) in cash and cash equivalents $ 1,829 $ (1,614) Cash and cash equivalents - beginning of period 78 1,820 ------- ------- Cash and cash equivalents - end of period $ 1,907 $ 206 ======= =======
The accompanying notes are an integral part of the consolidated financial statements. 6 MECHANICAL TECHNOLOGY INCORPORATED AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. The management of the Company believes the accompanying unaudited consolidated financial statements contain all adjustments (consisting primarily of normal recurring accruals) necessary to fairly present the financial position as of June 28, 1996 and results of operations and changes in financial position for the nine months then ended. 2. The results of operations for the nine-month period ended June 28, 1996 are not necessarily indicative of the results to be expected for the full year. 3. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that these consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company's Form 10-K Report for the fiscal year ended September 30, 1995. 7 MECHANICAL TECHNOLOGY INCORPORATED AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The Company's United Telecontrol Electronics, Inc. ("UTE") subsidiary filed for voluntary bankruptcy under Chapter 11 of the Federal Bankruptcy Code in April 1994 and commenced an orderly liquidation in October 1994. Final court approval occurred during the third quarter of fiscal 1996 and final financial adjustments were consequently made at that time to record the complete liquidation of UTE. However, the remaining balance of "Net liabilities of discontinued operations" represents a $1.1 million estimated maximum potential obligation associated with a majority owned subsidiary of UTE which has not been resolved. (For further information on this bankruptcy see the discussion in Item 7: Management's Discussion and Analysis of Financial Condition and Results of Operations, and Note 16 to the Consolidated Financial Statements, in the Company's Form 10-K Report for the fiscal year ended September 30, 1995 which are incorporated herein by reference). The following is management's discussion and analysis of certain significant factors which have affected the Company's earnings during the periods included in the accompanying consolidated statements of income. Prior year information contains ProQuip, Inc. ("ProQuip") results through its sale date (November 22, 1994) and the $6.8 million gain on its sale. (For further information on this transaction, see the discussion under the caption "Results of Operations: 1995 in Comparison with 1994", in Item 7: Management's Discussion and Analysis of Financial Condition and Results of Operations, and Note 17 to the Consolidated Financial Statements, in the Company's Form 10-K Report for the fiscal year ended September 30, 1995 which are incorporated herein by reference).
RESULTS OF OPERATIONS - --------------------- (Dollars in thousands) SALES Nine months ended -------------------- BUSINESS SEGMENT: 6/28/96 7/01/95 Change - ----------------- -------- -------- ------ Technology $ 6,994 $ 8,163 $(1,169) Test & Measurement 15,061 14,467 594 ------ ------ ------ TOTAL $22,055 $22,630 $ (575) ====== ====== ====== OPERATING INCOME (LOSS) Nine months ended -------------------- BUSINESS SEGMENT: 6/28/96 7/01/95 Change - ----------------- -------- -------- ------ Technology $ (92) $ (528) $ 436 Test & Measurement 1,045 1,074 (29) ------ ------ ------ TOTAL $ 953 $ 546 $ 407 ====== ====== ======
Sales for the first nine months of fiscal year 1996 versus the same period of fiscal year 1995 have decreased while operating income for the same period increased. Excluding ProQuip results from the prior year, both sales and operating income for the first nine months of fiscal year 1996 have increased. The effect each business segment had on this change is outlined in the above table and discussed below. 8 MECHANICAL TECHNOLOGY INCORPORATED AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS TECHNOLOGY - ---------- The Technology segment reported a $1,169 thousand decline in sales compared to the corresponding period last year, and has incurred an operating loss of $92 thousand for the first three quarters of the current fiscal year. The drop in sales is due to delays in the receipt of expected orders. The resulting operating loss is an improvement from the $528 thousand operating loss recorded by the segment for the first nine months of the previous fiscal year. A higher yielding sales mix and lower indirect expenses offset increased research and development costs to reduce the level of operating loss. In addition, prior year results had been negatively impacted by a contract overrun of approximately $186 thousand, a $150 thousand inventory write-off, $105 thousand in losses from a business unit being deactivated, and a margin reversal of $42 thousand due to a customer bankruptcy. TEST AND MEASUREMENT - -------------------- The Test & Measurement segment reported a 4% increase in revenues and a $29k decline in operating income compared to the same period last year. Prior year results include ProQuip, a subsidiary which was sold by the Company in November 1994. ProQuip accounted for $2,584 thousand in sales and $714 thousand of operating profit during the comparable period in fiscal 1995. Excluding ProQuip, sales in fiscal 1996 have increased $3,178 thousand, or 27%, in comparison to last year, with Ling Electronics ("Ling"), the Advanced Products Division, and the LAB Division all reporting higher sales levels. Operating income, when excluding ProQuip, is $685 thousand greater than the first nine months of last year. Advanced Products and LAB have produced operating profit in each quarter of fiscal 1996, while Ling incurred an operating loss for the second consecutive quarter. Inadequate margins continue to negatively impact Ling, and consequently contribute to Ling's operating loss for the fiscal year. As previously announced, the Company has reached an agreement in principle to sell Ling for an amount, to be paid in cash at closing, that approximates Ling's net book value; any resulting gain or loss on the transaction is not expected to be material. Proceeds of the sale will be used to reduce debt and as additional working capital. The transaction is subject to negotiation and execution of a definitive agreement and to the purchaser's completion of a "due diligence" review of Ling's business and assets, and is expected to be completed within the current fiscal year. OTHER - ----- In addition to the matters noted above, the Company's results for the first nine months of fiscal 1996 were further enhanced during the third quarter by the final court approval of the liquidation of the Company's UTE subsidiary, which generated $2,143 thousand in income from a discontinued operation. Furthermore, results were favorably impacted by decreased interest expense,due to lower rates and reduced indebtedness, and by recognition of a $750 thousand contingency gain on the sale of ProQuip. Moreover, the Company continues to benefit from net operating loss carryforwards and therefore has no federal income tax provision. These were partially offset by a $175 thousand accrual for settlement of a lawsuit, the establishment of a $144 thousand asset reserve at Ling, and $134 thousand worth of one time labor charges being accrued. 9 MECHANICAL TECHNOLOGY INCORPORATED AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FINANCIAL CONDITION - ------------------- On November 22, 1994, the Company sold its ProQuip subsidiary for approximately $13.3 million, of which $750 thousand was placed in escrow for fifteen months to provide a fund for indemnity payments. As of February 22, 1996 (the escrow expiration date),no claims had been filed, nor was the Company aware of any circumstances which might give rise to future claims. Accordingly, the Company recognized the remaining $750 thousand gain from the sale during the second quarter of fiscal 1996. On June 4, 1996, the Bankruptcy Court confirmed UTE's plan of liquidation under which the Company is released from all remaining liabilities related to UTE's bankruptcy. This resulted in the Company recording $2,143 thousand in income from discontinued operations during the third quarter of fiscal 1996. However, the remaining balance of "Net liabilities of discontinued operations" represents a $1.1 million estimated maximum potential obligation associated with a majority owned subsidiary of UTE which has not been resolved. Also in June 1996, the Company successfully raised $1.9 million (net of $100,000 in expenses) in new capital through a private placement of 1,333,333 shares of Common Stock, which sold at an offering price of $1.50 per share. Positive working capital of $1,527 thousand at June 28,1996 reflects a $933 thousand increase from September 30, 1995. Final liquidation of the Company's UTE subsidiary and the private placement of restricted common stock on June 28, 1996 have contributed to this favorable increase. Working capital, however, was negatively impacted by the reclassification of the $3.0 million Note Payable (due December 31, 1996), from long-term to current liabilities. The Company anticipates that it will be able to meet its liquidity needs during the balance of the fiscal year (including all payments due on its indebtedness during fiscal 1996) from cash flow generated by its operations, from the pending sale of its Ling subsidiary (discussed under "Test and Measurement" above), and from borrowing under its existing line of credit. However, the Company's ability to pay the balance due under the Note Payable on the December 31,1996 maturity date is dependent upon completion of the sale of Ling and attaining overall profitability and positive cash flow. First Albany Companies Inc. ("FAC")(which controls approximately 21% of the Company's outstanding Common Stock) has acquired certain rights relating to an obligation of the Company's creditor on the Note Payable and proposed to exchange its rights to that obligation for 1 million shares of the Company's Common Stock as part of a transaction in which the Company would be released from its obligation on the Note Payable and the Company's creditor on the Note Payable would be released from the obligation FAC has acquired. The creditor has not indicated a willingness to accept the proposal and the Company is not optimistic that the creditor's position will change in the near future. Unless a restructuring like that proposed by FAC is consummated, the Company will require a further extension, restructuring, or another source of financing to pay the balance due on December 31, 1996. There is no assurance that the Company will accomplish this objective. At June 28, 1996, cash and cash equivalents were $1,907 thousand versus $78 thousand at September 30, 1995. Net cash provided from operations,including the release of the ProQuip escrow monies, was used to reduce, among other things,the line-of-credit and long-term debt,to purchase capital equipment for the Company, and to build inventory balances in the manufacturing divisions. 10 PART II OTHER INFORMATION Item 1. Legal Proceedings United Telecontrol Electronics, Inc. Bankruptcy ----------------------------------------------- The Company's wholly owned subsidiary, United Telecontrol Electronics, Inc. ("UTE") of Asbury Park, New Jersey, filed for voluntary bankruptcy under Chapter 11 of the Federal Bankruptcy Code in April 1994. During October 1994, UTE commenced an orderly liquidation. On June 4, 1996, the United States Bankruptcy Court for the District of New Jersey confirmed the Plan of Liquidation of UTE. The Company recorded final liquidation adjustments during this current fiscal quarter which resulted in $2,143 thousand in income from discontinued operations. However, the remaining balance of "Net liabilities of discontinued operations"represents a $1.1 million estimated maximum potential obligation associated with a majority owned subsidiary of UTE which has not been resolved. Lawrence Group Inc. Lawsuit --------------------------- Lawrence Group Inc. ("LGI") (which controls approximately 17% of the Company's outstanding Common Stock) on May 10, 1996 filed suit in Supreme Court in Schenectady County, New York against the Company and FAC, alleging that the approval by the Company's Board of Directors of FAC's purchase of 909,091 shares of the Company's Common Stock was a nullity,and that FAC violated the disclosure requirements of federal securities laws in connection with its purchase of the shares. On May 15, 1996, the case was moved to United States District Court - Northern District of New York. The Company believes the LGI lawsuit to be without merit and is vigorously opposing it; it has filed a motion to dismiss all claims therein, but to date there has been no ruling on the motion. Item 4. Submission of Matters to a Vote of Security Holders The Company's Annual Meeting of Shareholders, which had been adjourned on March 28, 1996, was reconvened on May 16, 1996.The following were the results of the voting for the nominees for election to the Company's Board of Directors at the Annual Meeting. Having received the largest vote totals in favor of their election, Messrs. Apkarian, Diesel, Landgraf, O'Connor, Goldberg, and McNamee were elected to hold office for the ensuing year.
Nominee In Favor Withheld ------- ------------ ---------- Harry Apkarian 3,290,765 13,282 R. Wayne Diesel 3,299,098 2,973 Stanley I. Landgraf 3,301,485 2,673 Albert W. Lawrence 1,245,968 12,358 E. Dennis O'Connor 3,297,924 6,573 Lawrence A. Shore 1,245,653 12,723 Alan P. Goldberg 2,046,521 0 George C. McNamee 2,048,772 0
11 Item 4. Submission of Matters to a Vote of Security Holders (continued) The results of the voting on the proposal to approve the reappointment of Coopers & Lybrand as the Company's auditors were as follows:
In Favor Opposed Abstained ---------- ----------- ----------- 3,296,974 810 6,763
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits Exhibit No. Description ----------- ----------- 27 Financial Data Schedule
(b) Two reports on Form 8-K were filed during the quarter ending June 28, 1996. The Company filed a Form 8-K Report, dated April 18, 1996, reporting under Item 5 thereof the Company's issuance of two press releases. The press releases related to (1) the approval that had been granted by the Company's Board of Directors, for purposes of Section 912 of the New York Business Corporation Law, with respect to the proposed purchase by First Albany Companies of 909,091 shares of the Company's common stock (representing about 25% of the Company's outstanding shares) and approximately $3.9 million of the Company's debt, and (2) an agreement in principle that had been reached for the sale of the Company's Ling Electronics,Inc. subsidiary. Copies of the press releases were filed as Exhibit 20.2 and 20.3 to the Form 8-K Report. No financial statements were filed as part of that report. The Company filed a Form 8-K Report, dated May 16, 1996, reporting under Item 1 thereof a change in control of the registrant. As previously reported, First Albany Companies, Inc. ("FAC") in May 1996 acquired 909,091 shares of the Company's common stock, as a result of which FAC became the Company's largest shareholder. (For further information on this transaction, see the discussion in Part I: Management's Discussion and Analysis of Financial Condition and Results of Operations in the Company's Form 10-Q Report for the quarter ending March 29, 1996). At the registrant's Annual Shareholders' Meeting held on May 16, 1996, Messrs. George C. McNamee and Alan P. Goldberg, Co-Chief Executive Officers of FAC, were elected to the registrant's Board of Directors. Incumbent Directors Albert W. Lawrence and Lawrence A. Shore were not re-elected to the Board, and accordingly their terms as Directors of the registrant expired at the meeting; all other incumbent Directors were re-elected to the Board. The newly constituted Board elected George C. McNamee as its Chairman, re-elected R. Wayne Diesel as President and Chief Executive Officer, and voted to increase the number of Directors from 6 to 7. The Board then elected Dr. Beno Sternlicht, a co-founder of the Company, to fill the newly-created position. No financial statements were filed as part of that report. 12 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. MECHANICAL TECHNOLOGY INCORPORATED
8-8-96 /s/ R. WAYNE DIESEL - --------- ------------------------------------ (Date) R. Wayne Diesel President & Chief Executive Officer 8-8-96 /s/ STEPHEN T. WILSON - --------- ------------------------------------ (Date) Stephen T. Wilson Chief Financial Officer
13 EX-27 2 ARTICLE 5 FDS FOR 3RD QUARTER 10Q
5 1,000 9-MOS SEP-30-1996 JUN-26-1996 1,907 0 6,322 112 4,671 13,477 19,430 16,760 16,231 11,950 0 0 0 4,902 (3,842) 16,231 22,055 22,055 13,968 21,102 530 0 618 555 52 503 2,143 0 0 2,646 .74 .74
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