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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the fiscal year ended: December 31, 1999
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
Commission file number 000-08193
A. Full title of the plan and address of the plan, if different from that of
the issuer named below:
Sensytech, Inc. 401(k) Profit Sharing Plan
B. Name of the issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Sensytech, Inc.
8419 Terminal Road
Newington, Virginia 22122
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REQUIRED INFORMATION
Financial Statements:
4. In lieu of requirements of Items 1-3, audited statements and schedules
prepared in accordance with the requirements of ERISA for the plan's
fiscal years ended December 31, 1999 and 1998 are presented on pages 3
through 8.
Exhibits:
23. Consent of PricewaterhouseCoopers, L.L.P., independent auditors
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SENSYTECH, INC.
401(k) PROFIT-SHARING PLAN
FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
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SENSYTECH, INC.
401(k) PROFIT SHARING PLAN
DECEMBER 31, 1999 AND 1998
TABLE OF CONTENTS
<TABLE>
<S> <C>
Report of Independent Accountants 2
Exhibit A Statements of Net Assets Available for Benefits
December 31, 1999 and 1998 3
Exhibit B Statements of Changes in Net Assets Available for Benefits
Year Ended December 31, 1999 4
Notes to Financial Statements
December 31, 1999 and 1998 5-7
Schedule of Assets Held for Investment Purposes
December 31, 1999 8
</TABLE>
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REPORT OF INDEPENDENT ACCOUNTANTS
To the Participants and Administrator of the
Sensytech, Inc. 401(k) Profit-Sharing Plan
In our opinion, the accompanying statement of net assets available for benefits
and the related statement of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of Sensytech, Inc. 401(k) Profit-Sharing Plan (the "Plan") at December 31, 1999,
and the changes in net assets available for benefits for the year ended December
31, 1999 in conformity with accounting principles generally accepted in the
United States. These financial statements are the responsibility of the Plan's
management; our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit of these statements in
accordance with auditing standards generally accepted in the United States,
which require that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles
used and significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for the opinion expressed above. The financial statements of
the Sensytech, Inc. 401(k) Profit-Sharing Plan as of December 31, 1998, were
audited by other auditors whose report dated July 14, 1999, expressed an
unqualified opinion on those financial statements.
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes as of December 31, 1999 is presented for the purpose of
additional analysis and is not a required part of the basic financial statements
but is supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental schedule is the responsibility of the
Plan's management. The supplemental schedule has been subjected to the auditing
procedures applied in the audit of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
/s/ PricewaterhouseCoopers LLP
------------------------------
PricewaterhouseCoopers LLP
Pittsburgh, PA
May 12, 2000
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SENSYTECH, INC. EXHIBIT A
401(k) PROFIT-SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1999 AND 1998
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<TABLE>
<CAPTION>
1999 1998
<S> <C> <C>
Assets:
Cash demand deposit $ - $ 8,811
Investments, at fair value 10,592,243 9,981,133
Receivables:
Participant contributions 47,607 59,001
Employer contributions 17,196 153,235
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Total receivables 64,803 212,236
Loans to participants 132,179 93,175
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Total Assets 10,789,225 10,295,355
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Liabilities:
Other payables - 6,876
Promissory notes payable (Note 4) - 53,967
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Total Liabilities - 60,843
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Net assets available for benefits $ 10,789,225 $ 10,234,512
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</TABLE>
The accompanying notes are an integral part of these financial statements.
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SENSYTECH, INC. EXHIBIT B
401(k) PROFIT-SHARING PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1999
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<TABLE>
<S> <C>
Additions:
Dividend income $ 482,741
Interest income 30,075
Net appreciation in fair value of investments 1,226,780
Participant contributions 550,946
Employer contributions 178,481
Transfer of assets from other plans 162,061
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Total additions 2,631,084
Deductions:
Benefits paid to participants 2,076,371
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Total deductions 2,076,371
Net increase 554,713
Net assets available for benefits:
Beginning of year 10,234,512
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End of year $ 10,789,225
=================
</TABLE>
The accompanying notes are an integral part of these financial statements.
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SENSYTECH, INC.
401(k) PROFIT-SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
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1. DESCRIPTION OF PLAN AND BENEFITS
The following description of the Sensytech, Inc. 401(k) Profit-Sharing
Plan (the "Plan") provides only general information. Participants should
refer to the Plan agreement for a more complete description of the Plan's
provisions.
GENERAL
The Plan is a defined contribution, stock bonus and profit-sharing plan
covering all full-time employees of the Sensytech, Inc. (the "Company")
who meet the eligibility requirements of the Plan. It is subject to the
provisions of the Employee Retirement Income Security Act (ERISA).
CONTRIBUTIONS
Each year, participants may make contributions up to 15% of pretax annual
compensation into the 401(k) plan. Participants direct the investment of
their contributions into various investment options offered by the Plan.
The Plan currently offers nine mutual funds as investment options for
participants. The Company contributes to the Plan at a rate of 50% of the
employees' contribution, up to 6% of the employees' salary. Contributions
are allocated among individual accounts in the name of the eligible
employees. In no event, shall contributions for any year exceed the
maximum amount deductible under the provisions of the Internal Revenue
Code.
PARTICIPANT ACCOUNTS
Each participant's account is credited with the participant's
contribution and allocations of (a) the Company's contribution, (b) Plan
earnings, and (c) forfeiture of terminated participants' nonvested
accounts. Allocations are based on participant account balances and
compensation, as defined. The benefit to which a participant is entitled
is the benefit that can be provided from the participant's vested
account.
VESTING
Participants are vested immediately in their contributions plus actual
earnings thereon. Vesting in the Company's contribution portion of their
accounts is based on years of continuous service. A participant is 100
percent vested after seven years of credited service.
PARTICIPANT LOANS
Participants may borrow from their fund accounts a minimum of $1,000 up
to a maximum of $50,000 or 50 percent of their account balance, whichever
is less. The loans are secured by the balance in the participant's
account and bear interest at rates equal to the Federal Reserve Prime
Rate on the date of the loan plus 1%. For the year ended December 31,
1999, new participant loans were made in the amount of $85,979 and
principal payments were made in the amount of $46,975.
PAYMENT OF BENEFITS
On termination of service due to death, disability or retirement, a
participant may elect to receive either a lump-sum amount equal to the
value of the participant's vested interest in his or her account, or
annual installments over a ten-year period. For termination of service
for other reasons, a participant may receive the value of the vested
interest in his or her account as a lump-sum distribution.
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SENSYTECH, INC.
401(k) PROFIT-SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
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FORFEITURES
In 1999, 1998 forfeitures totaling $15,926 were reallocated to eligible
participants account balances. As of December 31, 1999, 1999 forfeitures
totaling $86,391 are to be reallocated to eligible participant account
balances in 2000. These amounts were not used to off-set current year
employer matches.
OTHER
Administrative expenses, including trustee, legal, auditing, and other
fees, are paid by the Company and, as such, are not expenses of the Plan.
Although it has not expressed any intent to do so, the Company has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan subject to the provisions of ERISA. In the event of
Plan termination, participants will become 100% vested in their accounts.
2. SUMMARY OF ACCOUNTING POLICIES
RISKS AND UNCERTAINTIES
The Plan provides for various investment options in any combination of
mutual funds and other investment securities. These investments are
exposed to various risks, such as interest rate, market and credit risk.
It is at least reasonably possible that changes in risks, in the near
term would materially affect participant account balances and the amounts
reported in the statement of net assets available for benefits during the
reporting period.
INVESTMENT VALUATION AND INCOME RECOGNITION
The Plan's investments are stated at fair value. Shares of mutual funds
and common stock are valued at quoted market prices which represent the
net asset value of shares held by the Plan at year-end.
Purchases and sales of securities are recorded on a trade-date basis.
Interest income is recorded on the accrual basis. Dividends are recorded
on the ex-dividend date.
PAYMENT OF BENEFITS
Benefits are recorded when paid.
USE OF ESTIMATES
The preparation of the Plan's financial statements in conformity with
generally accepted accounting principles requires the plan administrator
to make estimates and assumptions that affect the reported amounts of net
assets available for benefits at the date of the financial statements and
the changes in net assets available for benefits during the reporting
period, and, when applicable, disclosure of contingent assets and
liabilities. Actual results could differ from those estimates.
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SENSYTECH, INC.
401(k) PROFIT-SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
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3. INVESTMENTS
The following presents investments that represent 5 percent or more of
the Plan's net assets at December 31:
<TABLE>
<CAPTION>
1999 1998
<S> <C> <C>
American Funds - Europacific Growth Fund $ 669,515 $ -
American Funds - Washington Mutual Investors Fund 1,082,354 1,165,230
Legg Mason - Cash Reserve Trust 771,586 -
Legg Mason - Special Investment Trust 703,712 630,325
Legg Mason - Value Trust 4,028,956 4,008,294
Sensytech, Inc. - Common Stock 2,447,168 2,930,726
</TABLE>
4. PROMISSORY NOTES PAYABLE
At December 31, 1998, several participants held secured promissory notes
and were receiving installment distributions during the term of the
notes. The notes matured in three to four years and bore interest rates
ranging from six to eight percent on the principal sum. The notes were
secured by shares of the Company's stock. During 1999, the participants
received a full settlement amounting to $56,660.
5. TAX STATUS
The Internal Revenue Service has determined and informed the Company by a
letter dated April 15, 1995 that the Plan and related trust are designed
in accordance with applicable sections of the Internal Revenue Code
(IRC). The Plan is currently in the process of being amended. The Plan
administrator and the Plan's tax counsel believe that the Plan is
designed and is currently being operated in compliance with the
applicable requirements of the IRC.
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SENSYTECH, INC.
401(k) PROFIT-SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1999 AND 1998
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<TABLE>
<CAPTION>
ISSUER DESCRIPTION COST VALUE
<S> <C> <C> <C>
The American Funds Group Bond Fund of America $ 374,470 $ 358,858
The American Funds Group Europacific Growth Fund 464,827 669,515
The American Funds Group Smallcap World Fund 294,787 373,084
The American Funds Group Washington Mutual Investors 1,159,961 1,082,354
Legg Mason Wood Walker, Inc. Cash Reserve Trust 771,586 771,586
Legg Mason Wood Walker, Inc. High Yield Portfolio 157,522 157,014
Legg Mason Wood Walker, Inc. Special Investment Trust 520,241 703,712
Legg Mason Wood Walker, Inc. Value Trust 2,636,623 4,028,956
Sensytech, Inc. Common Stock 1,658,670 2,447,164
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$ 8,038,687 $ 10,592,243
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</TABLE>
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The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
SENSYTECH, INC.
401(k) PROFIT SHARING PLAN
June 30, 2000 /s/Cinda L. Milewski
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Cinda L. Milewski, Plan Administrator
