-----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, S5goZSBoguzeL8BM15QRF8As5opdAzrFxeH/PPlZqVqWcndAokkl2kOM5HsKTuZR o9bHQjduYsEdiHs+tbIP2A== 0001157523-04-002708.txt : 20040326 0001157523-04-002708.hdr.sgml : 20040326 20040326145356 ACCESSION NUMBER: 0001157523-04-002708 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040324 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040326 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TEL INSTRUMENT ELECTRONICS CORP CENTRAL INDEX KEY: 0000096885 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670] IRS NUMBER: 221441806 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31990 FILM NUMBER: 04692620 BUSINESS ADDRESS: STREET 1: 728 GARDEN ST CITY: CARLSTADT STATE: NJ ZIP: 07072 BUSINESS PHONE: 2019331600 MAIL ADDRESS: STREET 1: 728 GARDEN ST CITY: CARLSTADT STATE: NJ ZIP: 07072 8-K 1 a4603105.txt TEL-INSTRUMENT ELECTRONICS CORP 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------------- FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2004 -------------- --------------------- TEL-INSTRUMENT ELECTRONICS CORP (Exact name of registrant as specified in its charter) New Jersey 33-18978 22-1441806 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 728 Garden St Carlstadt, New Jersey (201) 933-1600 (Address of principal (Registrant's telephone number, executive offices) including area code) Not Applicable (Former name or former address, if changed since last report.) Item 9. Regulation FD Disclosure. On March 24, 2004, Tel-Instrument Electronics Corp issued a press release announcing its estimated results. A copy of this press release is attached hereto. On March 24, 2004, Tel-Instrument Electronics Corp issued a press release announcing the contract award from British Airways. A copy of this press release is attached hereto. 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 there unto duly authorized. TEL-INSTRUMENT ELECTRONICS CORP Date: March 26, 2004 By /s/ Harold K. Fletcher ------------------------ /s/ Harold K. Fletcher Chairman and President EX-99.1 3 a4603105ex991.txt EXHIBIT 99.1 Exhibit 99.1 Tel-Instrument Electronics Corp Announces Estimated Results CARLSTADT, N.J.--(BUSINESS WIRE)--March 24, 2004--Tel-Instrument Electronics Corp announced today that, as a result of its earlier agreement with the U.S. Navy to delay shipments of the AN/APM-480 Identification Friend or Foe (IFF) test sets, and the increase in research and development expenditures, revenues and net income for the fourth quarter of the fiscal year ending March 31, 2004 (FY04), are estimated to be substantially lower than revenues and net income for both the comparable quarter in FY03, and for the December 31, 2003 quarter, and could result in a loss for the quarter. Additionally, initial costs in connection with recently acquired Innerspace Technology, Inc. contributed toward this loss. The current fiscal year, ending March 31, 2004, will be profitable and the first quarter of fiscal year 2005, ending June 30, 2004, is projected to be profitable. The Company previously announced its agreement with the U.S. Navy to reduce monthly shipments of the ANAPM-480 testers in the third and fourth quarters of FY04. The total quantity of units under this contract remains unchanged and shipments should now continue through the first half of FY05. The reduction in shipments of the AN/APM-480 was partially offset by orders for the TR-220 and TR-210 Multi-Function commercial test sets, which were recently introduced. During FY04, the Company also made substantial investments in designing the next generation of IFF test sets, which will also provide the foundation technology for future products, and the incorporation of other product enhancements. The Company is developing a multi-function bench test set, which will add a new market and a diversification opportunity for the future. In addition, the Company also invested in product development and marketing activities for its newly acquired Innerspace Technology division. Tel-Instrument is a leading designer and manufacturer of avionics test and measurement solutions for the global commercial air transport, general aviation, and government/military aerospace and defense markets. Tel-Instrument provides instruments to test, measure, calibrate, and repair a wide range of airborne navigation and communication equipment. For further information please visit our website at www.telinstrument.com. Newly acquired Innerspace Technology, Inc. (www.innerspacetechnology.com), a division of the Company, designs, manufactures and distributes a variety of shipboard and underwater instruments to support hydrographers, oceanographers, researchers, engineers, geophysicists, and surveyors worldwide. The Company's stock is traded in the American Stock Exchange under the symbol TIK. CONTACT: Tel-Instrument Electronics Corp Joseph P. Macaluso, 201-933-1600 EX-99.2 4 a4603105ex992.txt EXHIBIT 99.2 Exhibit 99.2 British Airways selects Tel-Instrument Multi-Function Avionics Test Set! CARLSTADT, N.J.--(BUSINESS WIRE)--March 24, 2004--Tel-Instrument Electronics Corp, a leading designer and manufacturer of avionics test and measurement solutions for the Aerospace and Defense Industry, is proud to announce the award of a contract from British Airways for its TR-220 Multi-Function Test Sets. This contract has been awarded through negotiations with Muirhead Avionics, Tel- Instrument's European distributor based near Heathrow Airport. British Airways will use the TR-220 for testing of their aircraft that are being upgraded to meet the new Eurocontrol requirements for Mode S Elementary and Enhanced Surveillance and Automatic Dependent Surveillance Broadcast (ADS-B). The TR-220 has the capability to test Traffic and Collision Avoidance Systems (TCAS), Distance Measuring Equipment (DME) and Transponders (Mode A, C and S) for commercial aircraft fitted with such equipment. In addition, the test set transmits and receives Mode S 1090 MHz Extended Squitters, (ADS-B) and transmits Traffic Information System (TIS) intruder flight data. The TR-220 provides test capability for Mode S Elementary and Enhanced Surveillance Transponders that are currently being introduced to meet the new European requirements. Mr. Charles Palanzo, the Company's Chief Operating Officer said "Tel-Instrument is committed to providing the Aerospace and Defence Industry innovative test and measurement solutions. An integral part of the Company's plan is to broaden and strengthen its market position both domestically and internationally. With the assistance of our distributor, Muirhead Avionics, we are working to introduce new and innovative solutions to the European avionics community. The award from British Airways reflects both this global focus and our commitment to provide state-of-the-art solutions that embrace the most modern technology. About Tel-Instrument: Tel-Instrument is a leading designer and manufacturer of avionics test equipment for the general aviation, commercial aviation, and government/military aviation markets, both domestically and internationally. Tel-Instrument provides instruments to test a wide range of navigation, communication and databus equipment. For further information please visit our website at www.telinstrument.com. Tel Instrument's stock is traded in the American Exchange System under the symbol TIK. About British Airways: British Airways is one of the world's longest established airlines and has always been regarded as an industry-leader. Last year, more than 38 million people chose to fly with the airline on a route network which currently covers some 222 destinations in 93 countries. About Muirhead Avionics Muirhead Avionics is located close to London's Heathrow Airport and is one of Europe's largest OEM authorized, independent avionics repair and overhaul companies and distributor of specialist test equipment for the aviation industry. The company offers extensive capability over a wide range of equipment to many rotary and fixed wing operators world-wide. CONTACT: Tel-Instrument Mr. Joseph P. Macaluso, ++ 1 201-933-1600 or Muirhead Avionics Mr. Gino Masoero, ++44 (0)20 8571 3422 -----END PRIVACY-ENHANCED MESSAGE-----