ECC INTERNATIONAL CORP
8-K, 1998-08-28
MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                       PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


Date of Report (Date of Earliest Event Reported):   August 27, 1998
                                                   -------------------

                             ECC International Corp.
             ------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)


                                    Delaware
                  --------------------------------------------
                 (State or Other Jurisdiction of Incorporation)

<TABLE>
<CAPTION>
<S>                                      <C>

       001-8988                                   23-1714658
- ------------------------                ------------------------------------
(Commission File Number)                (I.R.S. Employer Identification No.)
</TABLE>


175 Strafford Avenue
Suite 116
Wayne, Pennsylvania                                          19087-3377
- ----------------------------------------                     ----------
(Address of Principal Executive Offices)                     (Zip Code)


                                 (610) 687-2600
              ----------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)

                                 Not Applicable
          -------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


<PAGE>   2


ITEM 5.   OTHER EVENTS.

         On August 27, 1998, ECC International Corp. (the "Company") announced
that it has reduced its workforce by 24 full-time positions, or approximately 5
percent. The 24 positions represent personnel located in the Company's principal
System Design and Production Center in Orlando, Florida. The affected employees
were notified on August 26, 1998. The Company also announced that the Company's
Board of Directors has approved a plan to wind down and discontinue the
operations of the Company's UK-based subsidiary, ECC Simulation Limited. The
Company expects the wind down to be completed by March 1999.

         The full text of the Company's press release is filed as Exhibit 99 to
this Current Report on Form 8-K and is incorporated herein by reference.


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

         (c)      EXHIBITS.

         99                Press Release


                                      -2-


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                                    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 hereunto duly authorized.


Date: August 28, 1998                            ECC INTERNATIONAL CORP.
                                             -----------------------------------
                                                       (Registrant)



                                             By:   /s/ Relland M. Winand
                                                --------------------------------
                                                   Relland M. Winand
                                                   Vice President, Finance


                                      -3-


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                                  EXHIBIT INDEX


Exhibit
Number            Description
- -------           -----------

  99              Press Release



<PAGE>   1




                                                                      EXHIBIT 99


             ECC International Announces Reduction in Workforce and
                        Wind-Down of UK-Based Operations

ORLANDO, Fla.--(BUSINESS WIRE)--Aug. 27, 1998--ECC International Corp. (NYSE:ECC
- - news) today announced that it has reduced its workforce by 24 full-time
positions, or approximately 5 percent. The 24 positions represent personnel
located in the Company's principal System Design and Production Center in
Orlando, Florida. The affected employees were notified on August 26th. The
Company previously announced the relocation of its corporate headquarters staff
and Instructional Systems Design and Production Center to Orlando, Florida. The
relocation of the corporate headquarters is expected to be completed in
September, 1998 and will result in a further reduction of 22 full-time
positions.

The Company also announced today that the Board of Directors has approved a plan
to wind down and discontinue the operations of the Company's UK-based
subsidiary, ECC Simulation Limited. The Company expects the wind down to be
completed by March, 1999.

The Company expects the reduction in workforce and the wind down of the UK-based
operations to result in a substantial non-recurring charge. A portion of the
charge relating to severance will be taken during the first quarter of fiscal
year 1999. The remaining portions of the charge will be taken during the
remainder of fiscal year 1999.

Dr. James C. Garrett, President and Chief Executive Officer of ECC International
Corp., stated: "These actions are part of the Company's previously announced
broader plan to consolidate resources, reduce costs and improve our competitive
position."

Statements in this press release regarding future plans, events or performance,
including without limitation the non-recurring charge related to the announced
initiatives, are forward looking statements and are subject to risks and
uncertainties that could cause actual results to differ materially. The
following are important factors, among others, that should be considered in
evaluating any forward-looking statements: actual costs related to the reduction
in workforce and the wind down of operations, such as severance costs, lease
obligations and other contractual obligations. Actual results may differ
materially.

ECC International Corp. is a world leader in the design, research and production
of simulators and related training programs for crew, operator and maintenance
training. The Company provides a wide range of products and services used by all
branches of the U.S. Department of Defense and by armed forces in 25 countries.




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