FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark One)
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended November 26, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______ to _______
Commission File No. 1-10655
ENVIRONMENTAL TECTONICS CORPORATION
(Exact name of registrant as specified in its charter)
Pennsylvania 23-1714256
(State or other jurisdiction (IRS Employer
of incorporation or organization Identification No.)
COUNTY LINE INDUSTRIAL PARK
SOUTHAMPTON, PENNSYLVANIA 18966
(Address of principal executive offices)
(Zip Code)
(215) 355-9100
(Registrant's telephone number, including area code)
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 at least the past 90 days.
Yes x No
The number of shares outstanding of the registrant's common
stock as of December 31, 1999 is: 6,854,978
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Environmental Tectonics Corporation
Consolidated Income Statements
(unaudited)
<TABLE>
<CAPTION>
Three months ended: Nine months ended:
November 26, November 27, November 26, November 27,
1999 1998 1999 1998
(thousands, except share and per share information)
<S> <C> <C> <C> <C>
Net Sales $ 9,107 $ 7,475 $25,681 $20,931
Cost of goods sold 5,726 4,827 16,203 13,251
Gross profit 3,381 2,648 9,478 7,680
Operating expenses:
Selling and administrative 1,819 1,573 5,277 4 ,554
Research and development 161 72 658 295
1,980 1,645 5,935 4,849
Operating income 1,401 1,003 3,543 2,831
Other expenses:
Interest expense 191 368 534 966
Other, net 23 38 69 115
214 406 603 1,081
Income before income taxes 1,187 597 2,940 1,750
Provision for income taxes 415 208 1,029 604
Income before minority interest 722 389 1,911 1,146
Income (loss) attributable to
minority interest 8 (10) (58) 51
Net income $ 763 $ 399 $ 1,969 $ 1,095
Per share information:
Income available to common
shareholders $ 763 $ 321 $ 1,803 $ 857
Income per share: basic $ 0.11 $ 0.05 $ 0.27 $ 0.15
Income per share: diluted $ 0.10 $ 0.05 $ 0.24 $ 0.14
Number of shares: basic 6,855,000 6,155,000 6,728,000 5,826,000
Number of shares: diluted 7,489,000 6,574,000 7,370,000 6,268,000
</TABLE>
The accompanying notes are an integral part of the consolidated
financial statements.
Environmental Tectonics Corporation
Consolidated Balance Sheets
(unaudited)
<TABLE>
<CAPTION>
November 26, February 26,
1999 1999
(amounts in thousands,
except share and per
share information)
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents $ 1,174 $ 5,344
Cash equivalents restricted for letters of credit 65 7
Accounts receivable, net 11,691 9,656
Costs and estimated earnings in excess of billings on
uncompleted long-term contracts 7,995 10,416
Inventories 5,076 3,118
Deferred tax asset 1,136 1,136
Prepaid expenses and other current assets 692 787
27,829 30,504
Property, plant and equipment, at cost, net of accumulated depreci-
ation of $7,920 at November 26, 1999 and $7,527 at Feb 26, 1999 2,922 2,842
Software development costs, net of accumulated amortization of
$5,141 at November 26, 1999 and $4,619 at February 26, 1999 852 1,137
Other assets 1,142 965
Total assets $32,745 $35,448
Liabilities and Stockholders' Equity
Liabilities
Current liabilities:
Current portion of long-term debt $ 107 $ 121
Accounts payable - trade 1,485 1,554
Billings in excess of costs and estimated earnings on
uncompleted long-term contracts 3,403 6,775
Customer deposits 4,767 5,696
Accrued income taxes 825 920
Accrued liabilities 1,566 1,683
Total current liabilities 12,153 16,749
Long-term debt, less current portion:
Credit facility payable to banks 0 0
Subordinated debt 4,158 4,124
Other 14 95
4,172 4,219
Deferred income taxes 702 702
Total liabilities 17,027 21,670
Redeemable cumulative preferred stock, $100 par and redemption
value; 25,000 shares authorized, issued and outstanding at
February 26, 1999 0 2,372
Minority interest 317 376
Stockholders' Equity
Common stock; $.05 par value; 20,000,000 shares authorized;
6,854,978 and 3,083,206 issued and outstanding at
November 26, 1999 and February 26, 1999, respectively 343 308
Capital contributed in excess of par value of common stock 5,795 3,240
Foreign currency exchange adjustment (1) 21
Retained earnings 9,264 7,461
Total stockholders' equity 15,401 11,030
Total liabilities and stockholders' equity $32,745 $35,448
</TABLE>
The accompanying notes are an integral part of the consolidated
financial statements.
Environmental Tectonics Corporation
Consolidated Statements of Cash Flows
(unaudited)
<TABLE>
<CAPTION>
Nine months ended
November 26, November 27,
1999 1998
(amounts in thousands)
<S> <C> <C>
Cash flows from operating activities:
Net income $ 1,969 $ 1,095
Adjustments to reconcile net income to net cash (used)
provided by operating activities:
Depreciation and amortization 1,208 1,067
Provision for losses on accounts receivable and inventories 70 (189)
Minority interest (59) 51
Changes in operating assets and liabilities:
Accounts receivable (2,035) (563)
Costs and estimated earnings in excess of billings on uncom-
pleted long-term contracts 2,421 (5,689)
Inventories (2,344) 263
Prepaid expenses and other assets (50) (229)
Other assets (208) (435)
Accounts payable (69) 462
Billings in excess of costs and estimated earnings on uncom-
pleted long-term contracts (3,372) 108
Customer deposits (929) (609)
Accrued income taxes (95) (559)
Other accrued liabilities (10) 643
Payments under settlement agreements (90) (90)
Net cash used in operating activities (3,593) (4,674)
Cash flows from investing activities:
Acquisition of equipment (257) (350)
Capitalized software development costs (237) (257)
Purchase of subsidiary, net 0 60
Net cash used in investing activities (494) (547)
Cash flows from financing activities:
Net borrowings under credit facility 0 6,166
Payment of dividends on preferred stock (38) (207)
Increase in cash equivalents restricted for letters of credit (18) (10)
Decrease in notes payable - related party 0 (500)
Proceeds from issuance of common stock/warrants 90 68
Capital leases/other (95) (58)
Net cash (used) provided by financing activities (61) 5,459
Effect of exchange rate changes on cash (22) 7
Net (decrease) increase in cash and cash equivalents (4,170) 245
Cash and cash equivalents at beginning of period 5,344 225
Cash and cash equivalents at end of period $ 1,174 $ 470
Supplemental schedule of cash flow information:
Interest paid 240 592
Income taxes paid 636 1,096
Supplemental information on noncash operating and investing activities:
During the nine month period ended November 26,1999, the Company
transferred a net of $216 from inventory to property, plant and
equipment.
During the nine month period ended November 27,1998, the Company
transferred $36 of other assets to property, plant and equipment.
In connection with an acquisition in April 1998, the Company
issued 55,000 shares of its common stock and a three-year
interest-only note for $350.
</TABLE>
The accompanying notes are an integral part of the consolidated
financial statements.
Environmental Tectonics Corporation
Notes to Consolidated Financial Statements
(amounts in thousands, except share and per share information)
1. Basis of Presentation
The accompanying consolidated financial statements include
the accounts of Environmental Tectonics Corporation ("ETC" or
the "Company"), its wholly-owned subsidiaries ETC International
Corporation and Entertainment Technology Corporation, and its
majority-owned subsidiary ETC-PZL Aerospace Industries, Ltd.
("ETC-PZL").
The accompanying consolidated financial statements have
been prepared by Environmental Tectonics Corporation, without
audit, pursuant to the rules and regulations of the Securities
and Exchange Commission, and reflect all adjustments which, in
the opinion of management, are necessary for a fair statement of
the results for the interim periods presented. All such
adjustments are of a normal recurring nature.
Certain information in footnote disclosures normally included in
financial statements prepared in accordance with generally
accepted accounting principles has been condensed or omitted
pursuant to such rules and regulations, although the Company
believes the disclosures are adequate to make the information
presented not misleading. These financial statements should be
read in conjunction with the financial statements and the notes
thereto included in the Company's Annual Report on Form 10-KSB
for the year ended February 26, 1999. Certain
reclassifications have been made to the 1998 financial
statements to conform with the 1999 presentation.
2. Earnings per Share
Basic earnings per share excludes dilution and is computed
by dividing income available to common shareholders by the
weighted average common shares outstanding for the period.
Diluted earnings per share reflects the potential dilution that
could occur if securities or other contracts to issue common
stock were exercised and converted into common stock or resulted
in the issuance of common stock that then shared in the earnings
of the entity. The following table demonstrates the components
of basic and diluted earning per share for the three and nine
month periods ended November 26, 1999 and November 27, 1998. All
earnings per share and share amounts have been restated to
reflect a 2 for 1 stock split effective May 28, 1999.
<TABLE>
<CAPTION>
(amounts in thousands, except
share and per share information)
Three months ended: Nine months ended:
November 26, November 27, November 26, November 27,
1999 1998 1999 1998
<C> <S> <S> <S> <S>
Net income $763 $399 $1,969 $1,095
Less preferred stock dividends 0 (68) (38) (207)
Less accretion of preferred stock 0 (10) (128) (31)
Income available to common
stockholders $763 $321 $1,803 $857
Basic earnings per share:
Weighted average shares 6,855,000 6,155,000 6,728,000 5,826,000
Per share amount $0.11 $0.05 $0.27 $0.15
Diluted earnings per share:
Weighted average shares 6,855,000 6,155,000 6,728,000 5,826,000
Effect of dilutive securities:
Stock options 159,000 29,000 166,000 42,000
Stock warrants 475,000 390,000 476,000 400,000
7,489,000 6,574,000 7,370,000 6,268,000
Per share amount $0.10 $0.05 $0.24 $0.14
</TABLE>
As of November 27, 1998, there were 358,000 shares of
common stock issuable pursuant to the conversion provisions of
convertible subordinated debt and preferred stock which were not
included in the computation of diluted earnings per share
because the effect of the assumed conversion was anti-dilutive.
3. Accounts Receivable
The components of accounts receivable are as follows:
<TABLE>
<CAPTION>
November 26, February 26,
1999 1999
(amounts in thousands)
<S> <C> <C>
U.S. Government receivables billed and unbilled contract costs
subject to negotiation $ 5,019 $ 4,529
U.S. commercial receivables billed 1,764 598
International receivables billed and unbilled contract costs
subject to negotiation 5,275 4,914
12,058 10,041
Less allowance for doubtful accounts (367) (385)
$11,691 $ 9,656
</TABLE>
U.S. Government receivables billed and unbilled contract costs
subject to negotiation:
Unbilled contract costs subject to negotiation represent
claims made or to be made against the U.S. Government under a
contract for a centrifuge. These costs were recorded during
fiscal years 1994, 1995 and 1998. The Company has recorded
claims, amounting to $2,750, to the extent of contract costs
incurred, and accounts receivable of $1,700, representing the
balance due under the contract. Claim costs have been incurred
in connection with U.S. Government caused delays, errors in
specifications and designs, and other unanticipated causes and
may not be received in full during fiscal 2000. In accordance
with generally accepted accounting principles, revenue recorded
by the Company from a claim does not exceed the incurred
contract costs related to the claim. The Company currently has
approximately $12,000 in claims filed with the U.S. Government
(including the aforementioned recorded claim and accounts
receivable balances), which are subject to negotiation and audit
by the U.S. Government. The U.S. Government has responded to the
claims with either denials or deemed denials that the Company
has appealed. In February 1999, the U.S. Government made an
unsolicitated offer for settlement which the Company deemed
inadequate.
International receivables and unbilled contract costs subject to
negotiation
International receivables billed includes $900 related to a
certain contract with the Royal Thai Air Force.
In October 1993, the Company was notified by the Royal Thai
Air Force ("RTAF") that the RTAF was terminating a certain
$4,600 simulator contract with the Company. Although the
Company had performed in excess of 90% of the contract, the RTAF
alleged a failure to completely perform. In connection with this
termination, the RTAF made a call on a $229 performance bond, as
well as a draw on an approximately $1,100 advance payment letter
of credit. Work under this contract had stopped while under
arbitration, but on October 1, 1996, the Thai Trade Arbitration
Counsel rendered its decision under which the contract was
reinstated in full and the Company was given a period of nine
months to complete the remainder of the work. Except as noted
in the award, the rights and obligations of the parties remained
as per the original contract including the potential invoking of
penalties or termination of the contract for delay. On December
22, 1997, the Company successfully performed acceptance testing
and the unit passed with no discrepancy reports. Although the
contract was not completed in the time allotted, the Company has
requested an extension on the completion time due to various
extenuating circumstances, including allowable "force majeure"
events. Of the open balance at August 27, 1999, approximately
$229 representing the performance bond is expected to be paid by
February 2000. The balance due on the contract is still under
review and at this point the Company is not able to determine
what, if any, impact the extended completion period will have
upon the receipt of final payment. However, the Company has
recently been invited by the RTAF to participate in bids for
additional projects including maintenance contracts for these
simulators.
Unbilled contract costs subject to negotiation represent
claims made or to be made against an international customer for
three contracts covering 1994 to the present. Claims
aggregating $1,500 were recorded in the current fiscal quarter.
Claim costs have been incurred in connection with customer
caused delays, errors in specifications and designs, and other
out-of-scope items and may not be received in full during fiscal
2000. In accordance with generally accepted accounting
principles, revenue recorded by the Company from a claim does
not exceed the incurred contract costs related to the claim.
The Company is currently updating and finalizing these claims
and intends to begin legal proceedings against the customer in
the near future. As a related item, during the current fiscal
quarter the aforementioned international customer, citing
failure to deliver product within contract terms, assessed
liquidated damages totalling approximately $1,600 on two
contracts currently in progress. The Company disputes the basis
for these liquidated damages and plans to contest them
vigorously. However, following generally accepted accounting
principles, the Company has reduced contract values and
corresponding revenues by approximately $1,200, of which
approximately $1,000 was reflected in the current fiscal
quarter.
4. Inventories
Inventories are valued at the lower of cost or market using
the first-in, first out (FIFO) method and consist of the
following (net of reserves):
<TABLE>
<CAPTION>
November 26, February 26,
1999 1999
(amounts in thousands)
<S> <C> <C>
Raw materials $ 281 $ 388
Work in Process 4,795 2,730
$5,076 $3,118
</TABLE>
5. Subordinated Debt and Preferred Stock
The components of the subordinated debt and preferred stock
at November 26, 1999 and February 26,1999, were as follows:
<TABLE>
<CAPTION>
(amounts in thousands) (amounts in thousands)
November 26, 1999 February 26,1999
Subordinated Preferred Subordinated Preferred
Debt Stock Debt Stock
<S> <C> <C> <C> <C>
Face value $4,000 $0 $4,000 $2,500
Deferred financing costs (311) - (311) (208)
Amortization of finance costs 119 - 85 -
Accretion of preferred stock - - - 80
$3,808 $0 $3,774 $2,372
Debt issued for acquisition 350 - 350 -
Total $4,158 $0 $4,124 $2,372
</TABLE>
On February 26,1999, the Company issued a redemption notice
to redeem the outstanding 25,000 shares of Series A Preferred
Stock in their entirety. On March 25,1999, the Company received
notice that Sirrom Capital Corporation had exercised its
conversion privilege under the terms of the agreement to convert
its 25,000 shares of Series A Preferred Stock into the Company's
common shares. Consequently, on April 19, 1999, the Series A
Preferred was retired and 666,666 shares of common stock were
issued to Sirrom Capital. Concurrent with this transaction the
Company in the three months ended May 28,1999 charged retained
earnings for $128 representing the difference between book and
face value of the Preferred Stock and then reclassed $2,500 of
Preferred Stock value to common stock at par and additional paid
in capital.
6. Stockholders' Equity
The components of stockholders' equity at February 26, 1999
and November 26, 1999 were as follows:
<TABLE>
<CAPTION>
(amounts in thousands, except share information)
Common Stock Additional Foreign Retained
Shares Amount Capital Currency Earnings Total
<S> <C> <C> <C> <C> <C> <C>
Balance, February 26,
1999 3,083,206 $308 $3,240 $ 21 $7,461 $11,030
Net income for nine
month period ended
November 26, 1999 - - - - 1,969 1,969
Stock Split effective
May 28, 1999 3,083,206
Dividend on preferred
stock - - - - (38) (38)
Accretion of preferred
stock - - - - (128) (128)
Shares issued in con-
nection with conver-
sion of preferred
stock 666,666 33 2,467 2,500
Shares issued in con-
nection with employee
stock purchase and
stock option plans 21,900 2 88 - - 90
Foreign currency exchange
adjustments - - - (22) (22)
Balance at November 26,
1999 6,854,978 $343 $5,795 $ (1) $ 9,264 $15,401
</TABLE>
7. Acquisition of ETC-PZL Aerospace Industries, Ltd.
On April 21, 1998, ETC acquired 65% ownership of MP-PZL
Aerospace Industries, Ltd. ("MP-PZL"), a simulation and advanced
training device manufacturing company located in Warsaw, Poland
for $375 in cash, an 8% interest-only three-year note payable
for $350 and 55,000 shares of ETC's common stock. MP-PZL was
subsequently renamed ETC-PZL Aerospace Industries, Ltd. ("ETC-
PZL"). ETC's cost for this acquisition was $1,220 and has been
recorded in the accompanying balance sheet under the purchase
method of accounting for business combinations. In connection
with the acquisition, the Company recorded goodwill of $662
and a minority interest of $300. Amortization expense was $8
and $25, respectively, for the three and nine month periods
ending November 26, 1999 and $8 and $16, respectively, for the
three and nine month periods ending November 27,1998.
Additionally, accumulated amortization was $50 and $25
respectively at November 26, 1999 and February 26,1999.
ETC-PZL's fiscal period ends December 31, 1999. The
results of ETC-PZL for the three and nine month periods ended
September 30, 1999 have been included in ETC's results of
operations for the three and nine month periods ended
November 26, 1999, respectively. The results of ETC-PZL for the
three and six month period ending September 30, 1998, have been
included in ETC's results of operation for the three and nine
month periods ended November 27, 1998. On a pro-forma basis,
had the Company in the prior fiscal period consolidated the
results of ETC-PZL for the three month period ended March 31,
1998, sales would have been $21,307, gross profit would have
been $7,790, operating income would have been $2,750, net income
would have been $1,014, basic earnings per share would have been
$.13, and diluted earnings per share would have been $.12 for
the nine month period ended November 27,1998.
8. Reporting Comprehensive Income
In June 1997, the FASB issued SFAS No. 130, "Reporting
Comprehensive Income." SFAS No. 130 establishes standards to
provide prominent disclosure of comprehensive income items.
Comprehensive income is the change in equity of a business
enterprise during a period from transactions and other events
and circumstances from non-owner sources. SFAS No. 130 is
effective for all periods beginning after December 15, 1997.
Effective February 28, 1998, the Company adopted SFAS No. 130
which had no material impact on the Company's consolidated
financial position or results of operation.
9. Business Segment Presentation:
In June 1997, the FASB issued SFAS No. 131, "Disclosures
about Segments of an Enterprise and Related Information." SFAS
No. 131 requires that public business enterprises report certain
financial information about operating segments in the complete
sets of financial statements of the enterprise and in condensed
financial statements of interim periods issued to shareholders.
It also requires that public business enterprises report certain
information about their products and services, the geographic
areas in which they operate and their major customers. SFAS
No. 131 is effective for all periods beginning after
December 15, 1997. Effective February 28, 1998, the Company
adopted SFAS No. 131 which had no impact on the Company's
consolidated financial position or results of operation.
10. Derivative Instruments and Hedging Activity
In June 1998, the Financial Accounting Standards Board
(FASB) issued Statement of Financial Accounting Standards
(SFAS) No. 133, " Accounting and Derivative Instruments and
Hedging Activity." SFAS No. 133 establishes accounting and
reporting standards for derivative instruments, including
certain derivative instruments imbedded in other contracts and
for Hedging activities. It requires that an entity recognize
all derivatives as either assets or liabilities in the statement
of financial position and measure those instruments as fair
value. If certain conditions are met, a derivative may be
specifically designated as a hedge. The accounting for changes
in the fair value of a derivative (gains and losses) depends on
the intended use of the derivative and resulting designation.
SFAS No. 133 is effective for all fiscal quarters of fiscal
years beginning after June 15, 1999. Earlier application is
permitted only as of the beginning of any fiscal quarter. The
Company is currently reviewing the provisions of SFAS No. 133.
Item 2. Management's Discussion and Analysis of Results of
Operations and Financial Condition
(amounts in thousands, except share and per share amounts)
Results of Operations
Three months ended November 26, 1999 compared to November 27,
1998.
The Company had net income of $763, or $.10 per share
(diluted, post-split), versus net income of $399, or $.05 per
share (diluted, post-split), for the corresponding third quarter
of fiscal 1999. Sales for the quarter were $9,107, an increase
of $1,632, or 21.8%, over the corresponding prior period. The
primary contributor to the sales increase was contracts for the
Company's Aircrew Training Systems, including entertainment,
although an increase was also seen for environmental products.
Overall, domestic sales were up $496, or 34.7% over the prior
period, and represented 21.1% of the Company's total sales, up
from 19.1% a year ago. International sales were up $1,016, or
17.4%, and represented 75.3% of total sales, down from 78.1% in
the prior period. The Company's Aircrew Training Systems
increased $1,468 , or 21.3%.
Gross profit increased $733, or 27.7%, reflecting higher
sales at a higher gross margin rate. As a percentage of sales,
gross profit was 37.1%, compared to 35.4% for the same period a
year ago. The increase in rate between the periods reflected
the higher mix of higher margin ATS products coupled with higher
margins in the environmental line.
Selling and administrative expenses increased $246, or
15.6%, reflecting additional marketing and general support
expenses in line with the sales growth. As a percentage of
revenues, selling and administrative expenses reduced
approximately one percentage point between the periods.
Research and development expenses were up from the prior
period reflecting additional product development primarily in
the Company's Turkish software branch.
Interest and other fees were down 47.3% from the prior
period reflecting reduced interest charges on reduced cash
borrowings.
The Company's tax rate approximates the statutory rate.
Results of Operations
Nine months ended November 26, 1999 compared to November 27,
1998.
The Company had net income of $1,969, or $.24 per share
(diluted, post-split), versus net income of $1,095, or $.14 per
share (diluted, post-split), for the corresponding period of
fiscal 1999. Sales for the nine months were $25,681, an
increase of $4,750 or 22.7% over the corresponding prior period.
The primary contributor to the sales increase was increased
contracts for the Company's Aircrew Training Systems, both
domestic and international, increased sales in the environmental
line, and an additional three months sales for the Company's
Poland subsidiary.
Overall, domestic sales were up $2,896, or 71.6% over the
prior period, and represented 27.0% of the Company's total
sales, up from 19.3% a year ago. International sales were up
$2,174, or 13.8% over the prior period, and represented 74.9% of
total sales, approximately equal to the prior year.
The Company's Aircrew Training Systems sales increased
$2,510, or 14.8%.
Gross profit increased $1,798, or 23.4%, reflecting higher
sales at a slightly higher gross margin rate. As a percentage
of sales, gross profit was 36.9%, compared to 36.7% for the same
period a year ago.
Selling and administrative expenses increased $723, or
15.9%, reflecting additional marketing and general support
expenses at the Company's headquarters and an additional three
months expenses for the Company's Polish subsidiary acquired in
April 1998. On a pro-forma basis, had the prior period included
nine months expenses for the polish subsidiary, the increase
would have been $532, or 11.2%. As a percentage of revenues,
selling and administrative expenses reduced approximately one
and one-third percentage points between the periods and was
20.5% for the current year.
Research and development expenses were up from the prior
period reflecting additional product development primarily for
entertainment products and software development.
Interest and other fees were down 44.2% from the prior
period reflecting reduced interest charges on reduced cash
borrowings.
The Company's tax rate approximates the statutory rate.
Liquidity and Capital Resources
During the nine month period ended November 26,1999, the
Company used $3,593 for operating activities. This was
primarily a result of an increase in accounts receivable and
inventories and a decrease in billings in excess of costs and
estimated earnings on uncompleted long-term contracts and
customer deposits. The usage primarily reflected production
costs for projects that had significant advance payments
collected in prior periods. Partial offsets were net income,
non-cash expenses of depreciation and amortization, and a
decrease in costs and estimated earnings in excess of billings
on uncompleted long-term contracts. Versus last year's
corresponding period, net cash used in operating activities
reflected an improvement of 23.1%.
Investment activities consisted of purchases for capital
equipment and capitalized software
Financing activities consisted of dividend payments on
preferred stock for a partial period and payments on capitalized
leases partially offset by proceeds from the issuance of stock
under employee stock options. On April 19,1999, the Series A
Preferred Stock was converted into Common shares. Thus,
dividend payments ceased as of that date.
The Company's sales backlog at August 27,1999, and
February 26, 1999, for work to be performed and revenue to be
recognized under written agreements after such dates was
approximately $26,000 and $33,500 respectively.
Year 2000 Disclosures
As of January 1, 2000, the company experienced no major
issues during the transition from 1999 to 2000.
____________________________
This report contains certain 'forward-looking statements'
including, without limitation, statements containing the words
"believes", "anticipates", intends", "expects", and words of
similar import relating to the Company's operations. There are
important factors that could cause actual results to differ
materially from those indicated by such forward-looking
statements including contract delays and cancellations,
political unrest in customer countries, general economic
conditions and the risk factors detailed from time to time in
ETC's periodic reports and registration statements filed with
the Securities and Exchange Commission, including, without
limitation, ETC's Annual Report on Form 10-KSB for the fiscal
year ended February 26, 1999.
Part II - OTHER INFORMATION
Item 1. Legal Proceedings
In June 1999, a lawsuit commenced against the Company in
April, 1997, in the United States District Court for the
District of Puerto Rico by an employee of a customer who
claimed to have been injured as a result of an alleged
malfunction of a sterilizer manufactured by the Company was
settled with no material impact on the Company.
Item 2. Changes in Securities
The constituent instruments defining the rights of the
holders of any class of securities were not modified nor were
the rights evidenced by any class of registered securities
materially limited or qualified during the period covered by
this report.
Item 3. Defaults Upon Senior Securities
No defaults occurred during the period covered in this
report.
Item 4. Submission of Matters to Vote of Security Holders
Al the Company's Annual Meeting of Stockholders held on
September 9, 1999, the following proposals were adopted by the
vote specified below. No other matters were submitted to a vote
of security holders at the Annual Meeting.
Proposal One: To elect five directors to serve until successors
have been elected and qualified.
<TABLE>
<CAPTION>
Abstentions and
Nominee For Withheld Broker Nonvotes
<S> <C> <C> <C>
Craig MacNab 4,482,793 178,800 828
Richard E. McAdams 4,482,793 178,800 828
William F. Mitchell 4,482,793 178,800 828
Pete L. Stephens 4,482,793 178,800 828
Phillip L. Wagner 4,482,793 178,800 828
</TABLE>
Proposal Two: To consider and act upon a proposal to amend
the Company's Articles of Incorporation to increase the number
of authorized shares of Common Stock from 10,000,000 shares to
20,000,000 shares.
For Against Abstain Broker Nonvotes
4,403,977 248,780 8,008 0
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
None
Signatures
Pursuant to the requirements of the Securities Act of 1934,
the registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
Date: January 10, 2000 ENVIRONMENTAL TECTONICS CORPORATION
(Registrant)
By:/s/Duane Deaner
Duane Deaner,
Chief Financial Officer
(authorized officer and
principal financial officer)
EXHIBIT INDEX
3.1 Articles of Incorporation (Incorporated herein by
reference to Exhibit 3.1 to the Registrant's Annual Report
on Form 10-KSB for the fiscal year ended February 28,
1997).
3.2 Bylaws (Incorporated herein by reference to Exhibit 3(ii)
to the Registrant's Annual Report on Form 10-K for the
fiscal year ended February 25, 1994).
27 Financial Data Schedule
21
SL1 34104v1/30113.001
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> FEB-25-2000
<PERIOD-END> NOV-26-1999
<CASH> 1,239
<SECURITIES> 0
<RECEIVABLES> 12,058
<ALLOWANCES> 367
<INVENTORY> 5,076
<CURRENT-ASSETS> 27,829
<PP&E> 10,842
<DEPRECIATION> 7,920
<TOTAL-ASSETS> 32,745
<CURRENT-LIABILITIES> 12,153
<BONDS> 0
0
0
<COMMON> 6,138
<OTHER-SE> 9,263
<TOTAL-LIABILITY-AND-EQUITY> 32,745
<SALES> 25,681
<TOTAL-REVENUES> 25,681
<CGS> 16,203
<TOTAL-COSTS> 5,935
<OTHER-EXPENSES> 69
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 534
<INCOME-PRETAX> 2,940
<INCOME-TAX> 1,029
<INCOME-CONTINUING> 1,969
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,969
<EPS-BASIC> 0.27
<EPS-DILUTED> 0.24
</TABLE>
