SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC
FORM 10-Q
(Mark One)
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 26, 1998.
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 number 1-8502
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Comptek Research, Inc.
- ----------------------------------------------------------------
(Exact name of registrant as specified in its charter)
New York 16-0959023
- ----------------------------- ----------------------
(State or other jurisdiction (I.R.S. Employee
of incorporation or Identification No.)
organization)
2732 Transit Road, Buffalo, New York 14224-2523
- ---------------------------------------- --------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (716) 677-4070
--------------
Not Applicable
- -----------------------------------------------------------------
(Former name, former address and former fiscal year, if changed
since last report.)
Indicate by check X whether the registrant (1) has filed all
reports required to be filed by Section 13 of 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 July 31, 1998
- ------------------------ -----------------------------
Common $.02 Par Value 5,031,007
COMPTEK RESEARCH, INC.
INDEX
Page
PART I. Financial Information Number
Item 1. Financial Statements
Consolidated Condensed Balance Sheets
June 26, 1998, and March 31, 1998 3
Consolidated Condensed Statements of Operations
Thirteen Weeks Ended June 26, 1998,
and June 27, 1997 4
Consolidated Condensed Statements of Cash Flows
Thirteen Weeks Ended June 26, 1998,
and June 27, 1997 5
Consolidated Statement of Changes in Shareholders'
Equity Thirteen Weeks Ended June 26, 1998 6
Notes to the Consolidated Condensed Financial
Statements 7
Independent Auditors Review Report 9
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 10
PART II. Other Information
Item 4. Submission of Matters to a Vote of
Security Holders 13
Item 5. Other Information 14
Item 6. Exhibits and Reports on Form 8-K 14
<TABLE>
<CAPTION>
COMPTEK RESEARCH, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(In thousands)
June 26, March 31,
1998 1998
(Unaudited)
<S> <C> <C>
Assets
Current assets:
Cash and equivalents $1,945 $550
Receivables 22,818 16,050
Inventories 1,974 1,786
Refundable income taxes 967 ---
Other 626 311
------ ------
Total current assets 28,330 18,697
Equipment and leasehold improvements, 4,181 2,370
net of accumulated depreciation and
amortization of $11,612 at June 26,1998
and $8,290 at March 31, 1998
Goodwill 15,089 4,207
Other assets 1,037 653
------ ------
Total assets $48,637 $25,927
====== ======
Liabilities and Shareholders' Equity
Current liabilities:
Current installments on long-term debt $2,427 $1,064
Accounts payable 3,029 4,288
Accrued salaries and benefits 5,266 3,092
Other current liabilities 1,848 1,854
Deferred income taxes 2,075 1,620
------ ------
Total current liabilities 14,645 11,918
------ ------
Deferred income taxes 327 204
Long-term debt, excluding current 21,707 2,558
installments
Shareholders' equity:
Common stock 110 110
Additional paid-in capital 16,044 15,776
Stock related awards and loans (306) (168)
Accumulated deficit (231) (914)
------ ------
15,617 14,804
Less cost of treasury shares (3,659) (3,557)
------ ------
Total shareholders' equity 11,958 11,247
------ ------
Total liabilities and shareholders' $48,637 $25,927
equity ====== ======
See accompanying notes to consolidated condensed financial statements
</TABLE>
<TABLE>
<CAPTION>
COMPTEK RESEARCH, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except per share amounts)
Thirteen Weeks Ended
June 26, June 27,
1998 1997
<S> <C> <C>
Net sales $20,251 $18,510
------ ------
Operating costs and expenses:
Cost of sales 15,333 15,099
Selling, general and administrative 2,903 2,188
Research and development 647 187
------ ------
Operating profit 1,368 1,036
Interest expense, net 248 109
------ ------
Income before income taxes 1,120 927
Provision for income taxes 437 362
------ ------
Net income $683 $565
====== ======
Net income per share:
Basic $ 0.14 $ 0.11
====== ======
Diluted $ 0.13 $ 0.11
====== ======
See accompanying notes to consolidated condensed financial statements
</TABLE>
<TABLE>
<CAPTION>
COMPTEK RESEARCH, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
(In thousands)
Thirteen Weeks Ended
June 26, June 27,
1998 1997
<C> <C>
<S>
Cash flows from operating activities:
Net income $683 $565
------- -------
Adjustments to reconcile net income
to net cash
provided by operating activities:
Depreciation and amortization 488 303
Deferred income taxes 384 207
Other non-cash charges 165 107
Changes in assets and liabilities
providing (using) cash, excluding
the effects of acquisition:
Receivables 768 310
Inventories (121) (98)
Other current assets 399 (107)
Accounts payable and accrued (2,556) (946)
liabilities -------- ------
Total adjustments (473) (224)
-------- ------
Net cash provided by operating $210 $341
activities -------- ------
Cash flows from investing activities:
Expenditures for equipment and leasehold $(246) $(204)
improvements
Payment from officer on stock 50 ---
purchase loan
Payments pursuant to business
acquisitions, net of cash acquired (17,946) ---
------- ------
Net cash used in investing activities $(18,142) $(204)
------- ------
Cash flows from financing activities:
Proceeds from revolving debt $4,898 $720
Proceeds from issuance of long-term 15,000 ---
debt
Principal payments on long-term debt (386) (259)
Purchase of treasury shares (336) (33)
Proceeds from sale of treasury shares
under Employee Stock Purchase Plan 118 ---
Proceeds from issuance of stock under 33 110
Equity Incentive Plan ------- ------
Net cash provided by financing $19,327 $538
activities ------- ------
Net increase in cash and equivalents $1,395 $675
Cash and equivalents at beginning of 550 425
year ------- ------
Cash and equivalents at end of period $1,945 $1,100
======= ======
See accompanying notes to consolidated condensed financial statements
</TABLE>
<TABLE>
<CAPTION>
COMPTEK RESEARCH, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENT OF CHANGES IN
SHAREHOLDERS' EQUITY
Thirteen Weeks Ended June 26, 1998
(Unaudited)
(In thousands)
Retained
Additio Stock Earnings
Common nal Related (Accumu- Treasury
Stock Paid-In Awards lated Stock Total
Capital and Loans Deficit)
<S> <C> <C> <C> <C> <C> <C>
Balance at March $110 $15,776 $(168) $(914) $(3,557) $11,247
31, 1998
Net income --- --- --- 683 --- 683
Sale of common --- 33 --- --- --- 33
stock - under
Equity Incentive
Plan
Issuance of --- 47 --- --- 234 281
treasury shares -
under Employee
Stock Purchase
Plan and Incentive
Compensation
Awards
Purchase of --- --- --- --- (336) (336)
treasury shares
Payment from --- --- 50 --- --- 50
officer on stock
purchase loan
Stock issued to --- 188 (188) --- --- ---
officer (unearned
compensation)
-----------------------------------------------------
Balance at June $110 $16,044 $(306) $(231) $(3,659) $11,958
26, 1998 =====================================================
See accompanying notes to consolidated condensed financial statements
</TABLE>
Comptek Research, Inc. and Subsidiaries
Notes to Consolidated Condensed Financial Statements
(Unaudited)
1. In the opinion of Management, the accompanying
unaudited consolidated condensed financial
statements contain all adjustments, consisting of
normal recurring items, necessary to present fairly
the financial position, results of operations and
cash flows for the periods shown. It is the
Company's policy to end its first three quarterly
accounting periods on the last Friday of each
quarter, which includes thirteen weeks of
operations. The fourth quarter ends on March 31.
Except as noted in the following paragraph, the
financial data included herein was compiled in
accordance with the same accounting policies applied
to the Company's audited annual financial
statements, which should be read in conjunction with
these statements.
The results of operations for the thirteen weeks
ended June 26, 1998 and June 27, 1997, are not
necessarily indicative of the results to be expected
for the full year.
2. Inventories consist of (in thousands):
June 26, March 31,
1998 1998
Parts $1,599 $1,397
Work-in-process 331 172
Finished goods 44 217
----- -----
Total $1,974 $1,786
===== =====
3. On May 14, 1998, the Company acquired all of the
outstanding shares of PRB Associates, Inc. (PRB), a
privately-held corporation with annual revenues of
approximately $30 million. The purchase price of
$20 million was financed through borrowings under a
revised credit facility and notes. The acquisition
has been accounted for under the purchase method
with assets acquired and liabilities assumed
recorded at their estimated fair values at the date
of acquisition. The purchase price allocation is
based upon preliminary information and as a result,
management's estimates may differ from the final
allocation. The purchase price as of May 1, 1998 was
allocated as follows: intangible assets consisting
of $15,089,000 of goodwill, $250,000 in not to
compete agreements and $139,700 of total debt
costs. The remaining purchase price allocation was
assigned primarily to cash, receivables, property
plant and equipment and current and long term
liabilities. The excess of the purchase price over
the fair value of tangible and intangible net assets
acquired (recorded as goodwill) will be amortized
over 25 years. Additionally, in connection with the
continued employment of a key executive of PRB, the
Company awarded 20,000 shares of restricted stock
based upon a quarterly vesting schedule commencing
August 1, 1998, with the last vesting date occurring
on May 1, 2000.
The combined pro forma results of operations for the
thirteen weeks ended June 26, 1998 and June 27,
1997, had the acquisition occurred at the beginning
of each period, are as follows:
<TABLE>
<S> <C> <C>
June 26, June 27,
1998 1997
Net Sales $23,260 $25,937
====== ======
Net Income $707 $592
====== ======
Earnings per share - $.14 $.11
Basic ====== ======
Earnings per share - $.14 $.11
Diluted ====== ======
</TABLE>
4. Effective April 1, 1998, the Company adopted
Statement of Financial Accounting Standards No. 130,
"Reporting Comprehensive Income." This statement
requires that companies disclose comprehensive
income, which includes net income, foreign currency
translation adjustments, minimum pension liability
adjustments, and unrealized gains and losses on
marketable securities classified as available-for-
sale. For the thirteen weeks ended June 26, 1998 and
June 27, 1997, there were no adjustments to net
income in the calculation of comprehensive income.
5. During the thirteen weeks ended June 26, 1998,
36,482 common shares of the Company's stock were
purchased and placed into Treasury stock. These
shares were acquired pursuant to a stock repurchase
plan approved by the Company's Board of Directors.
Also during the thirteen weeks, 33,740 common shares
were sold from the Company's treasury shares. The
total number of treasury shares as of June 26, 1998
was 482,695.
6. During the thirteen weeks ended June 26, 1998, the
Company granted 59,528 options under its Equity
Incentive Plan. Accordingly, options for 503,655
shares were outstanding under the Equity Incentive
Plan. Under the Stock Option Plan for the Non-
Employee Directors, no options were granted during
the thirteen weeks ended June 26, 1998 and 12,000
shares were outstanding as of June 26, 1998. A
total of 252,986 shares were exercisable under both
plans.
7. As discussed in note #10 of the Company's 1998 Form
10-K Notes to the Consolidated Financial Statements,
the Company holds 250,000 common shares of ARIA
Wireless Systems, Inc. On June 26, 1998, the common
shares of ARIA were quoted on the OTC Bulletin Board
at a closing price of $1.75 per share.
Independent Auditors' Review Report
The Board of Directors and Shareholders
Comptek Research, Inc.:
We have reviewed the consolidated condensed balance
sheet of Comptek Research, Inc. and subsidiaries as of
June 26, 1998, and the related consolidated condensed
statements of operations, changes in shareholders'
equity, and cash flows for the thirteen week periods
ended June 26, 1998 and June 27, 1997. These
consolidated condensed financial statements are the
responsibility of the Company's management.
We conducted our review in accordance with standards
established by the American Institute of Certified
Public Accountants. A review of interim financial
information consists principally of applying analytical
procedures to financial data, and making inquiries of
persons responsible for financial and accounting
matters. It is substantially less in scope than an
audit in accordance with generally accepted auditing
standards, the objective of which is the expression of
an opinion regarding the financial statements taken as
a whole. Accordingly, we do not express such an
opinion.
Based on our review, we are not aware of any material
modifications that should be made to the consolidated
condensed financial statements referred to above for
them to be in conformity with generally accepted
accounting principles.
We have previously audited, in accordance with
generally accepted auditing standards, the consolidated
balance sheet of Comptek Research, Inc. and
subsidiaries as of March 31, 1998, and the related
consolidated statements of operations, shareholders'
equity, and cash flows for each of the years in the
three-year period then ended (not presented herein);
and in our report dated May 14, 1998, we expressed an
unqualified opinion on those consolidated financial
statements. In our opinion, the information set forth
in the accompanying consolidated condensed balance
sheet as of March 31, 1998, is fairly presented, in all
material respects, in relation to the consolidated
balance sheet from which it has been derived.
/S/KPMG Peat Marwick
KPMG Peat Marwick,LLP
Buffalo, New York
July 17, 1998
Management's Discussion and Analysis
FINANCIAL CONDITION
On May 14, 1998, the Company completed a transaction to
acquire all of the outstanding shares of PRB
Associates, Inc. ("PRB"), a privately held developer of
military mission planning systems. The purchase price
of $20 million was financed through borrowings under a
revised credit facility and notes. The revised credit
facility included the addition of a $15 million seven-
year term loan bearing interest at 1.75% above LIBOR.
The remaining purchase price was financed through the
revolving credit facility and promissory notes. Total
payments for the acquisition net of cash received was
$17,946,000. The Company's first quarter financial
results include two months of operations of PRB. The
Company allocated the purchase price based upon
preliminary information and as a result, management's
estimates may differ from the final allocation. The
purchase price as of May 1, 1998, was allocated as
follows: intangible assets of $15,089,000 of goodwill,
$250,000 in not to compete agreements and $139,700 of
total debt costs. The remaining purchase price
allocation was assigned to cash, receivables, property
plant and equipment and current and long term
liabilities. The excess of the purchase price over
the fair value of tangible and intangible net asset
acquired (recorded as goodwill) will be amortized over
25 years. Additionally, in connection with the
continued employment of a key executive of PRB, the
Company awarded 20,000 shares of restricted stock based
upon a quarterly vesting schedule commencing August 1,
1998, with the last vesting date occurring on May 1,
2000. A value of $188,000 associated with this stock
is recorded in other assets on June 26, 1998.
Cash flow from operations for the first quarter equaled
$210,000. Net earnings and the collection of
receivables provided cash while the reduction in
accounts payable of $2,556,000 required cash. Operating
activities, in the prior year, provided $341,000
primarily due to accounts payable activity. The
Company's revolving credit facility was increased from
$10 million to $12 million and the interest rate
reduced from LIBOR plus 2% to LIBOR plus 1.5%.
Borrowings under the revolving credit facility were
used to (i) fund, in part, the acquisition of PRB;
(ii) purchase approximately 36,000 common shares for
the treasury, costing $336,000; (iii) and purchase
capital equipment costing $246,000.
The Company's total debt-to-equity ratio increased to
3.07 to 1 at June 26, 1998, from 1.31 to 1 at March 31,
1998. This increase is primarily the result of the
increased borrowings for the acquisition of PRB. The
Company anticipates that the cash flow from operations
and available funds from its credit facilities will be
sufficient to satisfy operational and capital
expenditure needs of the Company for the remainder of
the fiscal year.
RESULTS OF OPERATIONS
Net sales for the first fiscal quarter increased 9% to
$20,251,000 from prior year net sales of $18,510,000.
The Defense Systems segment ("Systems"), net sales
increased 102% to $11,179,000. This increase was
primarily due to the acquisition of PRB. In addition,
the Company continued work under various systems
development engineering subcontracts which commenced
during the forth quarter of fiscal 1998. Net sales of
the Systems segment represented 55% of the Company's
total net sales for the first quarter of fiscal 1999 as
compared with 30% for the prior year first quarter.
The Engineering and Technical Services segment
("Services"), experienced a decrease in net sales for
the first quarter of 30% when compared with the first
quarter last year. During the second quarter of fiscal
1998 the Company experienced a reduction in the lower-
margin subcontractor work on the Electronic Combat
Mission Support ("ECMS") contract with the U.S. Navy.
For the first quarter of fiscal 1999, the U.S. Navy
continued the practice of contracting directly with
subcontractors as opposed to this activity passing
through the Company's U.S. Navy contract. Services
segment net sales represented 45% of the Company's
total net sales for the first quarter compared with 70%
in the prior year.
Backlog as of June 26, 1998 was $155.6 million, up from
$103.5 million at the start of the fiscal year. This
increase was primarily the result of the acquisition of
PRB.
Gross margin percentage increased to 24% compared with
18% in the prior year. This increase in gross margin
is the result of the net sales increases in the
Company's Systems segment. Additionally, the lost
subcontractor sales of the Services segment produced
lower-than-average gross margin due to its "pass
through" type nature, thereby having a minimal impact
on gross margin.
As a percentage of net sales, selling, general and
administrative ("SG&A") expense increased to 14%
compared with 12% in the prior year. SG&A dollars, for
the first quarter, increased $715,000 or 33% to
$2,903,000 from $2,188,000 in the prior year. This
increase is the result of the acquisition of PRB.
Without the acquisition, the Company reduced SG&A by
approximately $100,000 due to timing of bidding
efforts. The newly acquired operations added
approximately $850,000 of SG&A expense. While the
Systems segment produces higher gross margins, the
Company typically invests more in marketing and bidding
efforts to obtain this business.
Substantially all of the Company's research and
development ("R&D") activities occur in the Systems
segment. R&D increased to $647,000 for the first
quarter compared with $187,000 in the prior year. The
operations of PRB for the two months ended June 26,
1998 added approximately $400,000 in R&D. The
remaining increase was the result of development
activity with the Company's simulation products.
As a result of the financing for the PRB acquisition,
net interest expense increased to $248,000 for the
first quarter compared with $109,000 in the prior year.
Interest expense for the remainder of the year is
expected to be more than double that in the prior year
due to the additional debt.
For the first quarter the Company reported an overall
effective tax rate of 39% equal to that booked in the
prior year.
RECENT ACCOUNTING PRONOUNCEMENTS
Statement of Financial Accounting Standards (SFAS) No.
133, Accounting for Derivative Instruments and Hedging
Activities, was issued by the Financial Accounting
Standards Board in June 1998. SFAS No. 133 standardizes
the accounting for derivative instruments, including
certain derivative instruments embedded in other
contracts. The Company is in the process of evaluating
the impact, if any, of the adoption of SFAS No. 133.
The Company does not expect adoption of SFAS No. 133 to
have any significant effect. SFAS No. 133 is required
to be adopted by the Company for the year ending March
31, 2001.
YEAR 2000
The Company continues to address the issue of its
readiness in light of government and industry reports
of potentially serious and widespread problems
resulting from computer programs failing to correctly
recognize the year 2000, a situation commonly referred
to as the "Year 2000 Issue" or "Year 2000 Problem."
The Company has completed its assessment of its
internal systems, including its information technology
systems and non-information technology systems, for
potential impact of Year 2000 Issues. The Company has
also received communications from all of its major
vendors and suppliers as to their respective states of
readiness and plans for compliance.
In this regard, the Company is currently in the final
stages of converting its accounting and management
information system. The decision to convert was based
upon information processing and management reporting
enhancements available under the new system. While
such conversion was not initiated or accelerated due to
the prospect of the Year 2000 Problem, the new system
has been represented to the Company as Year 2000
compliant and provides the ancillary benefit of
addressing the issue. The majority of the cost for the
new system was included in the Company's capital
expenditures in the prior fiscal year. Remaining
expenditures are included in the Company's anticipated
capital requirements for the current fiscal year.
Capital expenditures are anticipated to be consistent
with those in the prior year, in addition to capital
requirements of acquired operations. Deficiencies in
non-information technology systems' recognition of the
year 2000 which were identified as a result of the
Company's internal assessment have been corrected.
The cost of correction was not material.
While the Company continues to evaluate the compliance
activities of its vendors and suppliers, the Company is
satisfied with the responses received to date and does
not anticipate any material adverse impact on the
Company's financial condition as it relates to vendors'
and suppliers' Year 2000 compliance.
As discussed in previous reports by the Company,
including its report on Form 10-K for the fiscal year
ended March 31, 1998, the United States Department of
Defense and its departments and agencies are the
Company's largest customer group, representing 87% of
the Company's 1998 net sales. The Company believes
that the United States Government, including the
Department of Defense, is undertaking substantial
efforts to address the Year 2000 Problem. The Company,
however, can offer no assurances as to the Department
of Defense's readiness and the potential impact of the
Department of Defenses's non-readiness is unknown at
this time. A failure by the Department
of Defense to adequately address the Year
2000 Problem could, among other things, result in
payment delays and contract administration delays
which may result in a need for increased
borrowing and interest expense to satisfy operational
and capital expenditure needs of the Company. In order
to address such adverse contingency, the Company's
current credit facility includes a $12 million line of
credit for working capital. Also consistent with the
Company's overall cash management practices, a close
liaison is maintained with the Defense Contract
Management Agency to address potential payment and
contract administration issues.
The software programs written by the Company's personnel
and currently in use by customers are believed to be
Year 2000 compliant, but inasmuch as such programs are
used in conjunction with operating and other systems
furnished by other suppliers, the overall compliance of
such systems is dependent upon third parties. The
Company expects to continue to evaluate the compliance
activities of its contract vendors and suppliers, but
is satisfied with the responses received to date. The
Company has evaluated and will continue to consider its,
and its subcontractors', warranty obligations relative
to the Year 2000 Problem. The Company has not received
any warranty claims relating to the Year 2000 Problem
and does not currently anticipate any such claims of a
material nature.
While the Company does not currently anticipate a
material adverse impact on the Company's financial
condition or results of operations, there can be no
assurance that the Year 2000 Problem will not adversely
impact on the Company. Accordingly, the Company expects
on an on-going basis to continue to evaluate the Year
2000 Problem and its potential impact on the Company
and its industry group.
FORWARD LOOKING STATEMENTS
This Management's Discussion and Analysis contains
forward-looking statements about the Company's current
expectations based on current business conditions.
Forward-looking statements are subject to risks and
uncertainties that could cause actual results to differ
materially. These risks and uncertainties include the
Company's dependence on continued funding of U.S.
Department of Defense programs. Some additional risks
and uncertainties, among others, that also need to be
considered are: the likelihood that actual future
revenues that are realized may differ from those
inferred from existing total backlog; the ability to
transition and integrate PRB; the ability to expand
sales in international markets; and the ability to
complete future acquisitions without adversely
affecting the Company's financial condition. Other
risks and uncertainties are described in the Company's
Form 10-K Annual Report for the fiscal year ended March
31, 1998.
PART II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY
HOLDERS
(a) The Registrant's Annual Meeting of Shareholders was held
July 24, 1998.
(b) At the Annual Meeting, shareholders elected the following
individuals as Class II directors whose term
expires in 2000:
<TABLE>
<CAPTION>
For Withheld Abstain or broker
Authority non-votes
<S> <C> <C> <C>
Joseph A. 4,306,299 304,550 None
Alutto
John R. 4,325,199 285,650 None
Cummings
G. Wayne Hawk 4,326,299 284,550 None
Patrick J. 4,306,299 304,550 None
Martin
</TABLE>
The following directors' respective terms of office
continued in effect after the meeting:
Continuing Class I Directors
Continuing in Office until 1999
John J. Sciuto
James D. Morgan
Henry P. Semmelhack
(c) The 1998 Equity Incentive Stock Plan was adopted
by the following vote:
For Against Abstain or broker
non-votes
2,842,881 313,984 1,453,984
(d) The selection of KPMG Peat Marwick, LLP as
independent auditors was also ratified by the
following vote:
For Against Abstain or broker
non-votes
4,591,548 13,857 5,444
ITEM 5. OTHER INFORMATION
Notice of Deadlines for Shareholder Proposals for the
1999 Proxy Statement and Discretionary Voting
Authority.
The deadline for submitting a shareholder proposal for
inclusion in the Company's proxy statement and form of
proxy for the Company's 1999 Annual Meeting of
Shareholders pursuant to Rule 14a-8, "Shareholder
Proposals," of the Securities and Exchange Commission's
Regulation 14A is March 2, 1999.
In the event a shareholder presents at the 1999 Annual
Meeting a proposal not included in the Company's proxy
statement and has not notified the Company of such
proposal by May 15, 1999 (45 days before the month and
day of the Company's mailing of the proxy materials for
the prior year's annual meeting), then pursuant to Rule
14a-4(c) the proxies named in the form of proxy
solicited by management would be allowed to use the
discretionary authority conferred by the form of proxy
to vote on the shareholder's proposal when raised at
the Annual Meeting of Shareholders, without any
discussion of the matter in the Company's proxy
statement.
Shareholder proposals and notices should be directed to
Christopher A. Head, Secretary, Comptek Research, Inc.,
2732 Transit Road, Buffalo, NY 14224.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
10.1 Amendments P00019 to P00023,
inclusive, to Prime Contract No. N00024-
97-C-6431.
10.2 1998 Equity Incentive Stock Plan.
Incorporated by reference as Exhibit A
to the Company's 1998 Definitive Proxy
Statements.
11 Comptek Research, Inc. and
Subsidiaries Reconciliation of Basic and
Diluted EPS Computations.
15 Letter Regarding Unaudited Interim Financial
Information.
27 Financial Data Schedule.
(b) Reports on Form 8-K:
Form 8-K reporting date was May 26, 1998.
Items Reported:
Item 2. Acquisition or Disposition of Assets.
The Registrant reported on the completion of its
purchase of PRB Associates, Inc. on May 14, 1998.
Item 7. Financial Statements, Pro Forma Financial
Information and Exhibits. The Registrant filed as
exhibits to the Form 8-K Report a copy of the
Stock Purchase Agreement and a copy of the news
release announcing completion of the acquisition.
SIGNATURES
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.
COMPTEK RESEARCH, INC.
Date: August 10, 1998 By: /s/ John J. Sciuto
--------------------
John J. Sciuto
Chairman, President
and Chief Executive
Officer
Date: August 10, 1998 By:/s/Laura L.Benedetti
--------------------
Laura L. Benedetti
Vice President of
Finance and
Treasurer (Principal
Accounting and
Financial Officer)
INDEX TO EXHIBITS
- - - - - - -
Exhibit Page
No. Description of Exhibit No.
10.1 Amendment P00019 to P00023, inclusive, 17
to Prime Contract No. N00024-97-C-6431.
10.2 1998 Equity Incentive Stock Plan* (a)
11 Comptek Research, Inc. and Subsidiaries 33
Reconciliation of Basic and Diluted EPS
Computations
15 Letter Regarding Unaudited Interim Financial
Information. 34
27 Financial Data Sheet 35
___________________
(a) Designated Exhibit is included as Exhibit A
to the Company's 1998 Definitive Proxy
Statement
___________________
* Exhibit constitutes a management contract or compensation
plan under Category 10(iii) A of Regulation S-K, Item 601.
EXHIBIT 10.1
<PAGE>
<TABLE>
<S> <C>
- -----------------------------------------------------------------
AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT
1. CONTRACT ID CODE PAGE OF PAGES
U 1 3
- -----------------------------------------------------------------
2. AMENDMENT/MODIFICATION NO. 3. EFFECTIVE DATE
P00019 SEE BLK 16C.
4. REQUISITION/PURCHASE REQ. NO. 5. PROJECT NO.
N00024-98-FR-54651 8-03KF-54651
- -----------------------------------------------------------------
6. ISSUED BY CODE N00024 7. ADMINISTERED BY(If other than Item 6)
CODE S2401A
NAVAL SEA SYSTEMS COMMAND DCMC SYRACUSE BUFFALO
2531 JEFFERSON DAVIS HIGHWAY 1103 FEDERAL BUILDING
ARLINGTON VA 22242-5160 111 W. HURON STREET
BUYER/SYMBOL: L COOPER/0251 BUFFALO, NY 14202
PHONE: Area Code 703/602-8105, EXT. 516
- -----------------------------------------------------------------
8. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State
and
ZIP Code)
|(X)|9A. AMENDMENT OF
| | SOLICITATION NO.
| |---------------------------
CEC NO: 07-779-9799 | |9B. DATED (SEE ITEM 11)
| |
COMPTEK FEDERAL SYSTEMS, INC. | |---------------------------
2732 TRANSIT ROAD | |10A. MODIFICATION OF
BUFFALO, NY 14224-2523 | | CONTRACT/ORDER NO.
| | N00024-97-C-6431
| |---------------------------
TIN NO: 16-1411419 | |10B. DATED (SEE ITEM 13)
- --------------------------------| | 30 APRIL 90
CODE 2X914 | FACILITY CODE | |
11. THIS ITEM ONLY APPLIES TO AMENDMENT OF SOLICITATIONS
[ ] The above numbered solicitation is amended as set forth in
Item 14. The hour and date specified for receipt of Offer [ ]
is extended, [ ] is not extended. Offers must acknowledge
receipt of this amendment prior to the hour and date specified in
the solicitation or as amended, by one of the following methods:
(a) By competing items 8 and 15, and returning ___ copies of the
amendment; (b) By acknowledging receipt of this amendment on each
copy of the offer submitted; or (c) By separate Letter or
telegram which includes a reference to the solicitation and
amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE RECEIVED
AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE
HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR
OFFER. If by virtue of this amendment you desire to change and
offer already submitted, such change may be made by telegram or
Letter, provided each telegram or letter makes reference to the
solicitation and this amendment, and is received prior to the
opening hour and date specified.
12. ACCOUNTING AND APPROPRIATION DATA
SEE ATTACHED FINANCIAL ACCOUNTING DATA SHEETS
- -----------------------------------------------------------------
13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF
CONTRACTS/ORDERS, IT MODIFIES THE CONTRACT/ORDER NO. AS
DESCRIBED IN ITEM 14.
- -----------------------------------------------------------------
| A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify
| authority) THE CHANGES
| SET FORTH IN ITEM 14 ARE MADE IN THE
| CONTRACT ORDER NO. IN ITEM 10A.
- -----------------------------------------------------------------
| B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO
| REFLECT THE ADMINISTRATIVE
| CHANGES (such as changes in paying office,
| appropriation date, etc.) SET FORTH
| IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43,103(b).
- -----------------------------------------------------------------
| C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO
| AUTHORITY OF:
|
- -----------------------------------------------------------------
| D. OTHER (Specify type of modification and authority)
X | UNILATERAL MODIFICATION PER SECTION H, ALLOTMENT OF
| FUNDS CLAUSE PARAGRAPH (b)
- -----------------------------------------------------------------
E. IMPORTANT: Contractor [ ] is not, [ X ] is required to sign
this document and return __ copies to the issuing office.
- -----------------------------------------------------------------
14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF
section headings, including solicitation/contract subject matter
where feasible.)
SEE ATTACHED PAGES
TAR 38211-C-8021
Except as provided herein, all terms and conditions of the
document referenced in item 9A or 10A, as heretofore changed,
remains unchanged and in full force and effect.
- -----------------------------------------------------------------
15A. NAME AND TITLE OF SIGNER (Type or print)
16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)
ANN VAN HOUTEN
CONTRACTING OFFICER
- -----------------------------------------------------------------
15B. CONTRACTOR/OFFEROR 15C. DATE SIGNED
Signature of person authorized to sign
16B. UNITED STATES OF AMERICA | 16C. DATE SIGNED
By /s/ANN VAN HOUTON 15 JUNE 98
- -----------------------------------------------------------------
(Signature of Contracting officer) |
- -----------------------------------------------------------------
PREVIOUS EDITION UNUSABLE 30-105
STANDARD FORM 30 (REV. 10-83)
Prescribed by GSA
</TABLE>
<PAGE>
The purpose of this modification is to create Items 0003AH and
and 0003AJ and fully fund Items 0003AE, 0003AH and 0003AJ in the
amount of $875,000. As a result of this modification the amount
funded to date is increased by $875,000 from $7,413,678 to
$8,288,678. As a result of this modification, the total
estimated value of this contract remains unchanged at $20,995,503
($19,838,066 estimated cost and $1,157,437 fixed fee).
Accordingly, Contract N00024-97-C-6431 is hereby modified as
follows:
1. Under Section B, SUPPLIES OR SERVICES and PRICES/COSTS,
replace Items 0001 and 0003 with the following ceilings:
<TABLE>
<S> <C> <C> <C> <C> <C>
ITEM $ EST. COST FIXED TOTAL MAN HOURS TYPE
FEE CPFF
0001 $ 0 $ 0 $ 0 0
0001AA $ 50,084 $ 2,920 $ 53,004 1,548 RDT&E 97
0001AB $ 0 $ 0 $ 0 0 FMS
0001AC $ 0 $ 0 $ 0 0 O&MN 97
0001AD $ 579,240 $ 33,770 $ 613,010 16,913 OPN 97
0001AE $ 333,878 $ 19,519 $ 353,397 9,749 SCN 97
0001AF $ 0 $ 0 $ 0 0 WPN 97
0001AG $ $30,057 $ 1,743 $ 31,800 929 MISC
0001AH $ 1,795,294 $ 104,661 $ 1,899,955 55,476 O&MN 98
0001AJ $ 884,318 $ 51,544 $ 935,862 27,326 RDT&E 98-ETS
0001AK $ $112,070 $ 6,532 $ 118,602 3,463 SCN 93
0001AL $ 1,795,476 $ 104,661 $ 1,900,137 55,481 SCN 96
0001AM $ 278,683 $ 16,247 $ 294,930 8,612 RDT&E 98
0001AN $ 529,143 $ 30,849 $ 559,992 16,351 OPN 98
0001AP $ 12,254 $ 714 $ 12,968 379 SCN 91
0001AR $ 463,594 $ 27,027 $ 490,621 14,325 SCN 94
TOTAL $ 6,864,091 $ 400,187 $ 7,264,278 210,552
</TABLE>
<TABLE>
<S> <C> <C> <C> <C> <C>
ITEM EST. COST FIXED FEE TOTAL CPFF MAN TYPE
HOURS
0003 $ 12,005,441 $ 700,784 $12,706,225 340,943
0003AA $ 141,737 $ 8,263 $ 150,000 4,025 RDT&E 98
0003AB $ 0 $ 0 $ 0 0 FMS
0003AC $ 0 $ 0 $ 0 0 O&MN 98
0003AD $ 0 $ 0 $ 0 0 OPN 98
0003AE $ 188,982 $ 11,018 $ 200,000 5,367 SCN 91
0003AF $ 0 $ 0 $ 0 0 WPN
0003AG $ 0 $ 0 $ 0 0 MISC
0003AH $ 236,228 $ 13,772 $ 250,000 6,709 SCN 94
0003AJ $ 401,587 $ 23,413 $ 425,000 11,405 SCN 96
TOTAL $ 12,973,975 $ 757,250 $13,731,225 368,449
</TABLE>
2. Under Section C, SPECIFICATION OR STATEMENT OF WORK, add the
following for Items 0003AE,0003AH, and 0003AJ:
Item 0003AE - The Contractor shall perform all services required
under Technical Instruction 38211.
Item 0003AH - The Contractor shall perform all services required
under Technical Instruction 39211.
Item 0003AJ - The Contractor shall perform all services required
under Technical Instructions 38211.
Item 0003AE, 0003AH and 0003AJ - The Contractor shall perform all
work required under Technical Instructions 38233 and 38211.
Under section F, DELIVERIES OR PERIOD OF PERFORMANCE, add the
following for Items 0003AE, 0003AH, and 0003AJ
Item 0003AE - The Contractor shall provided the required services
for this item from the date of this modification through 30 June
1999.
Item 0003AJ - The Contractor shall proved the required services
for this item from the date of this modification through 30 June
1999.
3. In accordance with the LIMITATION OF COST clauses, as listed
in the attached financial accounting data sheet, funding in the
amount of $875,000 is hereby added as follows:
<TABLE>
<S> <C> <C> <C> <C> <C>
ITEM EST. COST FIXED FEE TOTAL CPFF MAN HOURS TYPE
0003AE $188,982 $11,018 $200,000 5,367 SCN FY91
000AH $236,228 13,772 250,000 6,709 SCN FY94
0003AJ $401,587 23,413 425,000 11,405 SCN FY96
$826,797 $48,203 $875,000 23,481
</TABLE>
4. Under Section H, SPECIAL CONTRACT CLAUSES, ALLOTMENT OF
FUNDS CLAUSE, add Items 0003AE,0003AH and 0003AJ to paragraph c.
5. As a result of this modification the total amount funded to
date is increased by $875,000 from $7,413,678 to $8,288,678. As
a result of this modification, the total estimated value of this
contract remains unchanged as $20,995,503 ($19,838,066 estimated
cost and $1,157,437 fixed fee). Accordingly, Contract N00024-97-
C-6431 is hereby modified as follows:
<TABLE>
<S> <C> <C>
- -----------------------------------------------------------------
FINANCIAL ACCOUNTING DATA SHEET - NAVY
- -----------------------------------------------------------------
1. CONTRACT NUMBER 2. SPIN 3. MOD (CRITICAL)
(CRITICAL)
N0002497C6431 P00019
- -----------------------------------------------------------------
5. 6. LINE OF ACCOUNTING
CLIN/SLIN A. ACRN B. APPROPRI- C. SUBHEAD D. OBJ
CRITICAL ATION (CRITICAL) CLA
(CRITICAL)
- -----------------------------------------------------------------
0003AE BH 1711611 8386 252
0003AH BF 1741611 8386 252
0003AJ BG 1761711 8386 252
FINANCIAL ACCOUNTING DATA SHEET -- Continued
- -----------------------------------------------------------------
4. PR NUMBER PAGE 1 OF 1
TAR38211
N0002498FR54651
- -----------------------------------------------------------------
E. F. G. H. I. J. K.
PARM RFM SA AAA TT PAA COST CODE PDLI
(CRITICAL) PROJ UNIT MCC & SUF
YX WCL 0 068342 2D 000000 21879 429 001A
YX WCL 0 068342 2D 000000 22202 429 001A
YX WCL 0 068342 2D 000000 23027 400 001A
- -----------------------------------------------------------------
7. AMOUNT (CRITICAL) NAVY INTERNAL USE ONLY
REF COD/ACRN
$200,000.00 N0002497PD77019 (LHD 5)
$250,000.00 N000247PD77020 (LHD 6)
$425,000.00 N0002497PD77021 (LHD 7)
PAGE TOTAL $875,000.00
GRAND TOTAL $875,000.00
- -----------------------------------------------------------------
PREPARED/AUTHORIZED BY:
/S/Marvin C. Anthony
DATE: APRIL 23, 1998
COMPTROLLER APPROVAL:
SIGNATURE /S/V. Jefferson
BY DIRECTION OF
CAPT. V.H. ACKLEY
DEPUTY COMMANDER/COMPTROLLER
DATE:
June 10, 1998
- -----------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<S> <C>
- -----------------------------------------------------------------
AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT
1. CONTRACT ID CODE PAGE OF PAGES
U 1 3
- -----------------------------------------------------------------
2. AMENDMENT/MODIFICATION NO. 3. EFFECTIVE DATE
P00020 SEE BLK 16C.
4. REQUISITION/PURCHASE REQ. NO. 5. PROJECT NO.
N00024-98-FR-54652 8-05F-54652
- -----------------------------------------------------------------
6. ISSUED BY CODE N00024 7. ADMINISTERED BY(If other than Item 6)
CODE S2401A
NAVAL SEA SYSTEMS COMMAND DCMC SYRACUSE BUFFALO
2531 JEFFERSON DAVIS HIGHWAY 1103 FEDERAL BUILDING
ARLINGTON VA 22242-5160 111 W. HURON STREET
BUYER/SYMBOL: L COOPER/0251 BUFFALO, NY 14202
PHONE: Area Code 703/602-8105, EXT. 516
- -----------------------------------------------------------------
9. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State
and
ZIP Code)
|| 9A. AMENDMENT OF
| | SOLICITATION NO.
| |---------------------------
CEC NO: 07-779-9799 | |9B. DATED (SEE ITEM 11)
| |
COMPTEK FEDERAL SYSTEMS, INC. | |---------------------------
2732 TRANSIT ROAD |(X) 10A. MODIFICATION OF
BUFFALO, NY 14224-2523 | | CONTRACT/ORDER NO.
| | N00024-97-C-6431
| |---------------------------
TIN NO: 16-1411419 | |10B. DATED (SEE ITEM 13)
- --------------------------------| | 30 APRIL 90
CODE 2X914 | FACILITY CODE | |
11. THIS ITEM ONLY APPLIES TO AMENDMENT OF SOLICITATIONS
[ ] The above numbered solicitation is amended as set forth in
Item 14. The hour and date specified for receipt of Offer [ ]
is extended, [ ] is not extended. Offers must acknowledge
receipt of this amendment prior to the hour and date specified in
the solicitation or as amended, by one of the following methods:
(b) By competing items 8 and 15, and returning ___ copies of the
amendment; (b) By acknowledging receipt of this amendment on each
copy of the offer submitted; or (c) By separate Letter or
telegram which includes a reference to the solicitation and
amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE RECEIVED
AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE
HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR
OFFER. If by virtue of this amendment you desire to change and
offer already submitted, such change may be made by telegram or
Letter, provided each telegram or letter makes reference to the
solicitation and this amendment, and is received prior to the
opening hour and date specified.
12. ACCOUNTING AND APPROPRIATION DATA
SEE ATTACHED FINANCIAL ACCOUNTING DATA SHEETS
- -----------------------------------------------------------------
14. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF
CONTRACTS/ORDERS, IT MODIFIES THE CONTRACT/ORDER NO. AS
DESCRIBED IN ITEM 14.
- -----------------------------------------------------------------
| A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify
| authority) THE CHANGES
| SET FORTH IN ITEM 14 ARE MADE IN THE
| CONTRACT ORDER NO. IN ITEM 10A.
- -----------------------------------------------------------------
| B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO
| REFLECT THE ADMINISTRATIVE
| CHANGES (such as changes in paying office,
| appropriation date, etc.) SET FORTH
| IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43,103(b).
- -----------------------------------------------------------------
| C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO
| AUTHORITY OF:
|
- -----------------------------------------------------------------
| D. OTHER (Specify type of modification and authority)
X | UNILATERAL MODIFICATION PER SECTION H, ALLOTMENT OF
| FUNDS CLAUSE PARAGRAPH (b)
- -----------------------------------------------------------------
F. IMPORTANT: Contractor [X] is not, [ ] is required to sign
this document and return __ copies to the issuing office.
- -----------------------------------------------------------------
15. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF
section headings, including solicitation/contract subject matter
where feasible.)
SEE ATTACHED PAGES
TAR 37385(A) C-7028
TAR 38228 C-8008
Except as provided herein, all terms and conditions of the
document referenced in item 9A or 10A, as heretofore changed,
remains unchanged and in full force and effect.
- -----------------------------------------------------------------
15A. NAME AND TITLE OF SIGNER (Type or print)
16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)
ANN VAN HOUTEN
CONTRACTING OFFICER
- -----------------------------------------------------------------
15B. CONTRACTOR/OFFEROR 15C. DATE SIGNED
Signature of person authorized to sign
16B. UNITED STATES OF AMERICA | 16C. DATE SIGNED
By /s/ANN VAN HOUTON 15 JUNE 98
- -----------------------------------------------------------------
(Signature of Contracting officer) |
- -----------------------------------------------------------------
PREVIOUS EDITION UNUSABLE 30-105
STANDARD FORM 30 (REV. 10-83)
Prescribed by GSA
</TABLE>
<PAGE>
The purpose of this modification is to create Items 0003AK and
fully funded items 0003AA and 0003AK in the amount of $220,058.
As a result of this modification the amount funded to date is
increased by $220,058 from $8,288,678 to $8,508,736. As a result
of this modification, the total estimated value of this contract
remains unchanged at $20,995,503 ($19,838,066 estimated cost and
$1,157,437 fixed fee). Accordingly, Contract N00024-97-C-6431 is
hereby modified as follows:
3. Under Section B, SUPPLIES OR SERVICES and PRICES/COSTS,
replace Items 0001 and 0003 with the following ceilings:
<TABLE>
<S> <C> <C> <C> <C> <C>
ITEM $ EST. COST FIXED TOTAL MAN TYPE
FEE CPFF HOURS
0001 $ 0 $ 0 $ 0 0
0001AA $ 50,084 $ 2,920 $ 53,004 1,548 RDT&E 97
0001AB $ 0 $ 0 $ 0 0 FMS
0001AC $ 0 $ 0 $ 0 0 O&MN 97
0001AD $ 579,240 $ 33,770 $ 613,010 16,913 OPN 97
0001AE $ 333,878 $ 19,519 $ 353,397 9,749 SCN 97
0001AF $ 0 $ 0 $ 0 0 WPN 97
0001AG $ $30,057 $ 1,743 $ 31,800 929 MISC
0001AH $ 1,795,294 $ 104,661 $ 1,899,955 55,476 O&MN 98
0001AJ $ 884,318 $ 51,544 $ 935,862 27,326 RDT&E 98-ETS
0001AK $ $112,070 $ 6,532 $ 118,602 3,463 SCN 93
0001AL $ 1,795,476 $ 104,661 $ 1,900,137 55,481 SCN 96
0001AM $ 278,683 $ 16,247 $ 294,930 8,612 RDT&E 98
0001AN $ 529,143 $ 30,849 $ 559,992 16,351 OPN 98
0001AP $ 12,254 $ 714 $ 12,968 379 SCN 91
0001AR $ 463,594 $ 27,027 $ 490,621 14,325 SCN 94
TOTAL $ 6,864,091 $ 400,187 $ 7,264,278 210,552
</TABLE>
<TABLE>
<S> <C> <C> <C> <C> <C>
ITEM EST. COST FIXED TOTAL CPFF MAN TYPE
FEE HOURS
0003 $ 11,797,506 $ 688,661 $12,486,167 340,392
0003AA $ 160,702 $ 9,369 $ 170,071 4,576 RDT&E 98
0003AB $ 0 $ 0 $ 0 0 FMS
0003AC $ 0 $ 0 $ 0 0 O&MN 98
0003AD $ 0 $ 0 $ 0 0 OPN 98
0003AE $ 188,982 $ 11,018 $ 200,000 5,367 SCN 91
0003AF $ 0 $ 0 $ 0 0 WPN
0003AG $ 0 $ 0 $ 0 0 MISC
0003AH $ 236,228 $ 13,772 $ 250,000 6,709 SCN 94
0003AJ $ 401,587 $ 23,413 $ 425,000 11,405 SCN 96
0003AK $ 188,970 $ 11,017 $ 199,987 5,367 RDT&E 98(ETS)
TOTAL $ 12,973,975 $ 757,250 $13,731,225 373,816
</TABLE>
4. Under Section C, SPECIFICATION OR STATEMENT OF WORK, add the
following for Items 0003AA,0003AK,:
Item 0003AA - The Contractor shall perform all services required
under Technical Instruction 37385.
Item 0003AK - The Contractor shall perform all services required
under Technical Instruction 38228.
Item 0003AA and 0003AK - The Contractor shall perform all work
required under Technical Instructions 37385 and 38228.
Under section F, DELIVERIES OR PERIOD OF PERFORMANCE, add the
following for Items 0003AA, 0003AK
Item 0003AA - The Contractor shall provided the required services
for this item from the date of this modification through 30 June
1998.
Item 0003AK - The Contractor shall proved the required services
for this item from the date of this modification through 30
October 1998.
3. In accordance with the LIMITATION OF COST clauses, as listed
in the attached financial accounting data sheet, funding in the
amount of $220,058 is hereby added as follows:
<TABLE>
<S> <C> <C> <C> <C> <C>
ITEM EST. COST FIXED FEE TOTAL CPFF MAN HOURS TYPE
0003AA $ 18,965 $ 1,106 $ 20,071 539 RDT&E 98
0003AK $188,970 $11,017 $199,987 5,380 RDT&E 98(ETS)
$207,935 $12,123 $220,058 5,919
</TABLE>
Under Section H, SPECIAL CONTRACT CLAUSES, ALLOTMENT OF FUNDS
CLAUSE, add Items 0003AA,and 0003AK to paragraph c.
6. As a result of this modification the total amount funded to
date is increased by $220,058 from $8,288,678 to $8,508,736. As
a result of this modification, the total estimated value of this
contract remains unchanged as $20,995,503 ($19,838,066 estimated
cost and $1,157,437 fixed fee). Accordingly, Contract N00024-97-
C-6431 is hereby modified as follows:
<TABLE>
<S> <C> <C>
- -----------------------------------------------------------------
FINANCIAL ACCOUNTING DATA SHEET - NAVY
- -----------------------------------------------------------------
1. CONTRACT NUMBER 2. SPIN 3. MOD (CRITICAL)
(CRITICAL)
N0002497C6431 P00020
- -----------------------------------------------------------------
5. 6. LINE OF ACCOUNTING
CLIN/SLIN A. ACRN B. APPROPRI- C. SUBHEAD D. OBJ
CRITICAL ATION (CRITICAL) CLA
(CRITICAL)
- -----------------------------------------------------------------
0003AA BW 1781319 14EC 252
0003AK BX 1781319 15XZ 252
FINANCIAL ACCOUNTING DATA SHEET -- Continued
- -----------------------------------------------------------------
4. PR NUMBER PAGE 1 OF 1
N0002498TI38385 N0002498FR54652 N0002498TI38228
- -----------------------------------------------------------------
F. F. G. H. I. J. K.
PARM RFM SA AAA TT PAA COST CODE PDLI
(CRITICAL) PROJ UNIT MCC & SUF
SA SDF 0 068342 2D 980510 U2394 000 0010
SA SDF 0 068342 2D 000000 U2178 ETS ETS0
- -----------------------------------------------------------------
8. AMOUNT (CRITICAL) NAVY INTERNAL USE ONLY
REF COD/ACRN
$ 20,071.00 N0002498AF114EC
$199,987.00 N0002498AF115XZ
PAGE TOTAL $220,058.00
GRAND TOTAL $220,058.00
- -----------------------------------------------------------------
PREPARED/AUTHORIZED BY:
/S/Daniel Baund
/S/Jacqueline Stueckler
DATE: April 23, 1998
May 7, 1998
COMPTROLLER APPROVAL:
SIGNATURE /S/C. L. Lancaster
BY DIRECTION OF
CAPT. V.H. ACKLEY
DEPUTY COMMANDER/COMPTROLLER
DATE:
June 1, 1998
- -----------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<S> <C>
- -----------------------------------------------------------------
AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT
1. CONTRACT ID CODE PAGE OF PAGES
U 1 3
- -----------------------------------------------------------------
2. AMENDMENT/MODIFICATION NO. 3. EFFECTIVE DATE
P00021 SEE BLK 16C.
4. REQUISITION/PURCHASE REQ. NO. 5. PROJECT NO.
N00024-98-FR-54658 8-05F-54658
- -----------------------------------------------------------------
6. ISSUED BY CODE N00024 7. ADMINISTERED BY(If other than Item 6)
CODE S2401A
NAVAL SEA SYSTEMS COMMAND DCMC SYRACUSE BUFFALO
2531 JEFFERSON DAVIS HIGHWAY 1103 FEDERAL BUILDING
ARLINGTON VA 22242-5160 111 W. HURON STREET
BUYER/SYMBOL: L COOPER/0251 BUFFALO, NY 14202
PHONE: Area Code 703/602-8105, EXT. 516
- -----------------------------------------------------------------
10. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State
and
ZIP Code)
|| 9A. AMENDMENT OF
| | SOLICITATION NO.
| |---------------------------
CEC NO: 07-779-9799 | |9B. DATED (SEE ITEM 11)
| |
COMPTEK FEDERAL SYSTEMS, INC. | |---------------------------
2732 TRANSIT ROAD |(X) 10A. MODIFICATION OF
BUFFALO, NY 14224-2523 | | CONTRACT/ORDER NO.
| | N00024-97-C-6431
| |---------------------------
TIN NO: 16-1411419 | |10B. DATED (SEE ITEM 13)
- --------------------------------| | 30 APRIL 90
CODE 2X914 | FACILITY CODE | |
11. THIS ITEM ONLY APPLIES TO AMENDMENT OF SOLICITATIONS
[ ] The above numbered solicitation is amended as set forth in
Item 14. The hour and date specified for receipt of Offer [ ]
is extended, [ ] is not extended. Offers must acknowledge
receipt of this amendment prior to the hour and date specified in
the solicitation or as amended, by one of the following methods:
(c) By competing items 8 and 15, and returning ___ copies of the
amendment; (b) By acknowledging receipt of this amendment on each
copy of the offer submitted; or (c) By separate Letter or
telegram which includes a reference to the solicitation and
amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE RECEIVED
AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE
HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR
OFFER. If by virtue of this amendment you desire to change and
offer already submitted, such change may be made by telegram or
Letter, provided each telegram or letter makes reference to the
solicitation and this amendment, and is received prior to the
opening hour and date specified.
12. ACCOUNTING AND APPROPRIATION DATA
SEE ATTACHED FINANCIAL ACCOUNTING DATA SHEETS
- -----------------------------------------------------------------
15. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF
CONTRACTS/ORDERS, IT MODIFIES THE CONTRACT/ORDER NO. AS
DESCRIBED IN ITEM 14.
- -----------------------------------------------------------------
| A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify
| authority) THE CHANGES
| SET FORTH IN ITEM 14 ARE MADE IN THE
| CONTRACT ORDER NO. IN ITEM 10A.
- -----------------------------------------------------------------
| B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO
| REFLECT THE ADMINISTRATIVE
| CHANGES (such as changes in paying office,
| appropriation date, etc.) SET FORTH
| IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43,103(b).
- -----------------------------------------------------------------
| C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO
| AUTHORITY OF:
|
- -----------------------------------------------------------------
| D. OTHER (Specify type of modification and authority)
X | UNILATERAL MODIFICATION PER SECTION H, ALLOTMENT OF
| FUNDS CLAUSE PARAGRAPH (b)
- -----------------------------------------------------------------
G. IMPORTANT: Contractor [X] is not, [ ] is required to sign
this document and return __ copies to the issuing office.
- -----------------------------------------------------------------
16. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF
section headings, including solicitation/contract subject matter
where feasible.)
SEE ATTACHED PAGES
TAR38230 C-8018
Except as provided herein, all terms and conditions of the
document referenced in item 9A or 10A, as heretofore changed,
remains unchanged and in full force and effect.
- -----------------------------------------------------------------
15A. NAME AND TITLE OF SIGNER (Type or print)
16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)
ANN VAN HOUTEN
CONTRACTING OFFICER
- -----------------------------------------------------------------
15B. CONTRACTOR/OFFEROR 15C. DATE SIGNED
Signature of person authorized to sign
16B. UNITED STATES OF AMERICA | 16C. DATE SIGNED
By /s/ANN VAN HOUTON 15 JUNE 98
- -----------------------------------------------------------------
(Signature of Contracting officer) |
- -----------------------------------------------------------------
PREVIOUS EDITION UNUSABLE 30-105
STANDARD FORM 30 (REV. 10-83)
Prescribed by GSA
</TABLE>
<PAGE>
The purpose of this modification is fully fund Items 0003AB in
the amount of $65,004. As a result of this modification the
amount funded to date is increased by $65,004 from $8,508,736 to
$8,573,740. As a result of this modification, the total
estimated value of this contract remains unchanged at $20,995,503
($19,838,066 estimated cost and $1,157,437 fixed fee).
Accordingly, Contract N00024-97-C-6431 is hereby modified as
follows:
5. Under Section B, SUPPLIES OR SERVICES and PRICES/COSTS,
replace Items 0001 and 0003 with the following ceilings:
<TABLE>
<S> <C> <C> <C> <C> <C>
ITEM $ EST. COST FIXED TOTAL MAN TYPE
FEE CPFF HOURS
0001 $ 0 $ 0 $ 0 0
0001AA $ 50,084 $ 2,920 $ 53,004 1,548 RDT&E 97
0001AB $ 0 $ 0 $ 0 0 FMS
0001AC $ 0 $ 0 $ 0 0 O&MN 97
0001AD $ 579,240 $ 33,770 $ 613,010 16,913 OPN 97
0001AE $ 333,878 $ 19,519 $ 353,397 9,749 SCN 97
0001AF $ 0 $ 0 $ 0 0 WPN 97
0001AG $ $30,057 $ 1,743 $ 31,800 929 MISC
0001AH $ 1,795,294 $ 104,661 $ 1,899,955 55,476 O&MN 98
0001AJ $ 884,318 $ 51,544 $ 935,862 27,326 RDT&E 98-ETS
0001AK $ $112,070 $ 6,532 $ 118,602 3,463 SCN 93
0001AL $ 1,795,476 $ 104,661 $ 1,900,137 55,481 SCN 96
0001AM $ 278,683 $ 16,247 $ 294,930 8,612 RDT&E 98
0001AN $ 529,143 $ 30,849 $ 559,992 16,351 OPN 98
0001AP $ 12,254 $ 714 $ 12,968 379 SCN 91
0001AR $ 463,594 $ 27,027 $ 490,621 14,325 SCN 94
TOTAL $ 6,864,091 $ 400,187 $ 7,264,278 210,552
</TABLE>
<TABLE>
<S> <C> <C> <C> <C> <C>
ITEM EST. COST FIXED TOTAL CPFF MAN TYPE
FEE HOURS
0003 $ 11,797,506 $ 688,661 $12,486,167 333,281
0003AA $ 160,702 $ 9,369 $ 170,071 4,576 RDT&E 98
0003AB $ 0 $ 0 $ 0 1,744 FMS-RAN
0003AC $ 0 $ 0 $ 0 0 O&MN 98
0003AD $ 0 $ 0 $ 0 0 OPN 98
0003AE $ 188,982 $ 11,018 $ 200,000 5,367 SCN 91
0003AF $ 0 $ 0 $ 0 0 WPN
0003AG $ 0 $ 0 $ 0 0 MISC
0003AH $ 236,228 $ 13,772 $ 250,000 6,709 SCN 94
0003AJ $ 401,587 $ 23,413 $ 425,000 11,405 SCN 96
0003AK $ 188,970 $ 11,017 $ 199,987 5,367 RDT&E 98 (ETS)
TOTAL $ 12,973,975 $ 757,250 $13,731,225 368,449
</TABLE>
6. Under Section C, SPECIFICATION OR STATEMENT OF WORK, add the
following for Items 0003AB
Item 0003AA, 0003AB, and 0003AK - The Contractor shall perform
all work required under Technical Instruction 37385, 38223,
38228, and 38230.
Under section F, DELIVERIES OR PERIOD OF PERFORMANCE, add the
following for Items 0003AB.
Item 0003AB - The Contractor shall provided the required services
for this item from the date of this modification through 31 March
1999.
3. In accordance with the LIMITATION OF COST clauses, as listed
in the attached financial accounting data sheet, funding in the
amount of $65,004 is hereby added as follows:
ITEM EST. COST FIXED FEE TOTAL CPFF MAN HOURS TYPE
0003AB $ 61,423 $ 3,581 $ 65,004 1,744 RAN 98
4. Under Section H, SPECIAL CONTRACT CLAUSES, ALLOTMENT OF FUNDS
CLAUSE, add Items 0003AB to paragraph (c).
5. Only costs applicable to TI No. 38230 date of signed
modification are chargeable to SLIN 0003AB. Common support costs
which benefit multiple customers may not be charged to SLIN
0003AB
6. As a result of this modification the total amount funded to
date is increased by $65,004 from $8,508,736 to $8,573740. As a
result of this modification, the total estimated value of this
contract remains unchanged as $20,995,503 ($19,838,066 estimated
cost and $1,157,437 fixed fee). Accordingly, Contract N00024-97-
C-6431 is hereby modified as follows:
<TABLE>
<S> <C> <C>
- -----------------------------------------------------------------
FINANCIAL ACCOUNTING DATA SHEET - NAVY
- -----------------------------------------------------------------
1. CONTRACT NUMBER 2. SPIN 3. MOD (CRITICAL)
(CRITICAL)
N0002497C6431 P00021
- -----------------------------------------------------------------
5. 6. LINE OF ACCOUNTING
CLIN/SLIN A. ACRN B. APPROPRI- C. SUBHEAD D. OBJ
CRITICAL ATION (CRITICAL) CLA
(CRITICAL)
- -----------------------------------------------------------------
0003AB CA 97-11X8242 89AL 311
<S> <C>
FINANCIAL ACCOUNTING DATA SHEET -- Continued
- -----------------------------------------------------------------
4. PR NUMBER PAGE 1 OF 1
N0002498FR54658 TAR 38230
- -----------------------------------------------------------------
G. F. G. H. I. J. K.
PARM RFM SA AAA TT PAA COST CODE PDLI
(CRITICAL) PROJ UNIT MCC & SUF
WC 380 0 068342 2D CCXT02 044HW ESS 102Z
- -----------------------------------------------------------------
9. AMOUNT (CRITICAL) NAVY INTERNAL USE ONLY
REF COD/ACRN
$65,004.00 N0002498PDAGXZ1
PAGE TOTAL $65,004.00
GRAND TOTAL $65,004.00
- -----------------------------------------------------------------
PREPARED/AUTHORIZED BY:
/S/Tammy Samul, Jr.
James S. Egeland, Sea 05D
DATE: June 1, 1998
COMPTROLLER APPROVAL:
SIGNATURE /S/D.L. Scott
BY DIRECTION OF
CAPT. V.H. ACKLEY
DEPUTY COMMANDER/COMPTROLLER
DATE:
June 2, 1998
- -----------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<S> <C>
- -----------------------------------------------------------------
AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT
1. CONTRACT ID CODE PAGE OF PAGES
U 1 3
- -----------------------------------------------------------------
2. AMENDMENT/MODIFICATION NO. 3. EFFECTIVE DATE
P00022 SEE BLK 16C.
4. REQUISITION/PURCHASE REQ. NO. 5. PROJECT NO.
N00024-98-FR-54659 8-05F-54659
- -----------------------------------------------------------------
6. ISSUED BY CODE N00024 7. ADMINISTERED BY(If other than Item 6)
CODE S2401A
NAVAL SEA SYSTEMS COMMAND DCMC SYRACUSE BUFFALO
2531 JEFFERSON DAVIS HIGHWAY 1103 FEDERAL BUILDING
ARLINGTON VA 22242-5160 111 W. HURON STREET
BUYER/SYMBOL: L COOPER/0251 BUFFALO, NY 14202
PHONE: Area Code 703/602-8105, EXT. 516
- -----------------------------------------------------------------
11. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State
and
ZIP Code)
|| 9A. AMENDMENT OF
| | SOLICITATION NO.
| |---------------------------
CEC NO: 07-779-9799 | |9B. DATED (SEE ITEM 11)
| |
COMPTEK FEDERAL SYSTEMS, INC. | |---------------------------
2732 TRANSIT ROAD |(X) 10A. MODIFICATION OF
BUFFALO, NY 14224-2523 | | CONTRACT/ORDER NO.
| | N00024-97-C-6431
| |---------------------------
TIN NO: 16-1411419 | |10B. DATED (SEE ITEM 13)
- --------------------------------| | 30 APRIL 90
CODE 2X914 | FACILITY CODE | |
11. THIS ITEM ONLY APPLIES TO AMENDMENT OF SOLICITATIONS
[ ] The above numbered solicitation is amended as set forth in
Item 14. The hour and date specified for receipt of Offer [ ]
is extended, [ ] is not extended. Offers must acknowledge
receipt of this amendment prior to the hour and date specified in
the solicitation or as amended, by one of the following methods:
(d) By competing items 8 and 15, and returning ___ copies of the
amendment; (b) By acknowledging receipt of this amendment on each
copy of the offer submitted; or (c) By separate Letter or
telegram which includes a reference to the solicitation and
amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE RECEIVED
AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE
HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR
OFFER. If by virtue of this amendment you desire to change and
offer already submitted, such change may be made by telegram or
Letter, provided each telegram or letter makes reference to the
solicitation and this amendment, and is received prior to the
opening hour and date specified.
12. ACCOUNTING AND APPROPRIATION DATA
SEE ATTACHED FINANCIAL ACCOUNTING DATA SHEETS
- -----------------------------------------------------------------
16. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF
CONTRACTS/ORDERS, IT MODIFIES THE CONTRACT/ORDER NO. AS
DESCRIBED IN ITEM 14.
- -----------------------------------------------------------------
| A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify
| authority) THE CHANGES
| SET FORTH IN ITEM 14 ARE MADE IN THE
| CONTRACT ORDER NO. IN ITEM 10A.
- -----------------------------------------------------------------
| B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO
| REFLECT THE ADMINISTRATIVE
| CHANGES (such as changes in paying office,
| appropriation date, etc.) SET FORTH
| IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43,103(b).
- -----------------------------------------------------------------
| C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO
| AUTHORITY OF:
|
- -----------------------------------------------------------------
| D. OTHER (Specify type of modification and authority)
X | UNILATERAL MODIFICATION PER SECTION H, ALLOTMENT OF
| FUNDS CLAUSE PARAGRAPH (b)
- -----------------------------------------------------------------
H. IMPORTANT: Contractor [X] is not, [ ] is required to sign
this document and return __ copies to the issuing office.
- -----------------------------------------------------------------
17. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF
section headings, including solicitation/contract subject matter
where feasible.)
SEE ATTACHED PAGES
TAR38234 C-8029
Except as provided herein, all terms and conditions of the
document referenced in item 9A or 10A, as heretofore changed,
remains unchanged and in full force and effect.
- -----------------------------------------------------------------
15A. NAME AND TITLE OF SIGNER (Type or print)
16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)
ANN VAN HOUTEN
CONTRACTING OFFICER
- -----------------------------------------------------------------
15B. CONTRACTOR/OFFEROR 15C. DATE SIGNED
Signature of person authorized to sign
16B. UNITED STATES OF AMERICA | 16C. DATE SIGNED
By /s/ANN VAN HOUTON 15 JUNE 98
- -----------------------------------------------------------------
(Signature of Contracting officer) |
- -----------------------------------------------------------------
PREVIOUS EDITION UNUSABLE 30-105
STANDARD FORM 30 (REV. 10-83)
Prescribed by GSA
</TABLE>
<PAGE>
The purpose of this modification is to fully fund Items 0003AC in
the amount of $30,000. As a result of this modification the
amount funded to date is increased by $30,000 from $8,573,740 to
$8,603,740. As a result of this modification, the total
estimated value of this contract remains unchanged at $20,995,503
($19,838,066 estimated cost and $1,157,437 fixed fee).
Accordingly, Contract N00024-97-C-6431 is hereby modified as
follows:
1.Under Section B, SUPPLIES OR SERVICES and PRICES/COSTS, replace
Items 0001 and 0003 with the following ceilings:
<TABLE>
<S> <C> <C> <C> <C> <C>
ITEM $ EST. COST FIXED TOTAL MAN TYPE
FEE CPFF HOURS
0001 $ 0 $ 0 $ 0 0
0001AA $ 50,084 $ 2,920 $ 53,004 1,548 RDT&E 97
0001AB $ 0 $ 0 $ 0 0 FMS
0001AC $ 0 $ 0 $ 0 0 O&MN 97
0001AD $ 579,240 $ 33,770 $ 613,010 16,913 OPN 97
0001AE $ 333,878 $ 19,519 $ 353,397 9,749 SCN 97
0001AF $ 0 $ 0 $ 0 0 WPN 97
0001AG $ $30,057 $ 1,743 $ 31,800 929 MISC
0001AH $ 1,795,294 $ 104,661 $ 1,899,955 55,476 O&MN 98
0001AJ $ 884,318 $ 51,544 $ 935,862 27,326 RDT&E 98-ETS
0001AK $ $112,070 $ 6,532 $ 118,602 3,463 SCN 93
0001AL $ 1,795,476 $ 104,661 $ 1,900,137 55,481 SCN 96
0001AM $ 278,683 $ 16,247 $ 294,930 8,612 RDT&E 98
0001AN $ 529,143 $ 30,849 $ 559,992 16,351 OPN 98
0001AP $ 12,254 $ 714 $ 12,968 379 SCN 91
0001AR $ 463,594 $ 27,027 $ 490,621 14,325 SCN 94
TOTAL $ 6,864,091 $ 400,187 $ 7,264,278 210,552
</TABLE>
<TABLE>
<S> <C> <C> <C> <C> <C>
ITEM EST. COST FIXED TOTAL CPFF MAN TYPE
FEE HOURS
0003 $ 11,707,736 $ 683,427 $12,391,163 332,476
0003AA $ 160,702 $ 9,369 $ 170,071 4,576 RDT&E 98
0003AB $ 61,423 $ 3,581 $ 65,004 1,744 FMS-RAN
0003AC $ 28,347 $ 1,653 $ 30,000 805 O&MN 98
0003AD $ 0 $ 0 $ 0 0 OPN 98
0003AE $ 188,982 $ 11,018 $ 200,000 5,367 SCN 91
0003AF $ 0 $ 0 $ 0 0 WPN
0003AG $ 0 $ 0 $ 0 0 MISC
0003AH $ 236,228 $ 13,772 $ 250,000 6,709 SCN 94
0003AJ $ 401,587 $ 23,413 $ 425,000 11,405 SCN 96
0003AK $ 188,970 $ 11,017 $ 199,987 5,367 RDT&E 98 (ETS)
TOTAL $ 12,973,975 $ 757,250 $ 3,731,225 368,449
</TABLE>
2.Under Section C, SPECIFICATION OR STATEMENT OF WORK, add the
following for Item 0003AC
Item 0003AA, 0003AB,0003AC, and 0003AK - The Contractor shall
perform all work required under Technical Instruction 37385,
38223, 38228,38220 and 38234.
Under section F, DELIVERIES OR PERIOD OF PERFORMANCE, add the
following for Items 0003AC.
Item 0003AC - The Contractor shall provided the required services
for this item from the date of this modification through 30
September 1998.
3. In accordance with the LIMITATION OF COST clauses, as listed
in the attached financial accounting data sheet, funding in the
amount of $30,000 is hereby added as follows:
ITEM EST. COST FIXED FEE TOTAL CPFF MAN HOURS TYPE
0003AC $ 28,347 $ 1,653 $ 30,000 805 O&MN 98
4. Under Section H, SPECIAL CONTRACT CLAUSES, ALLOTMENT OF FUNDS
CLAUSE, add Item 0003AC to paragraph (c).
5 As a result of this modification the total amount funded to
date is increased by $30,000 from $8,573,740 to $8,603,740. As a
result of this modification, the total estimated value of this
contract remains unchanged as $20,995,503 ($19,838,066 estimated
cost and $1,157,437 fixed fee). Accordingly, Contract N00024-97-
C-6431 is hereby modified as follows:
<TABLE>
<S> <C> <C>
- -----------------------------------------------------------------
FINANCIAL ACCOUNTING DATA SHEET - NAVY
- -----------------------------------------------------------------
1. CONTRACT NUMBER 2. SPIN 3. MOD (CRITICAL)
(CRITICAL)
N000297C6431 P00022
- -----------------------------------------------------------------
5. 6. LINE OF ACCOUNTING
CLIN/SLIN A. ACRN B. APPROPRI- C. SUBHEAD D. OBJ
CRITICAL ATION (CRITICAL) CLA
(CRITICAL)
- -----------------------------------------------------------------
0003AC BY 1781804 60BA 252
<S> <C>
FINANCIAL ACCOUNTING DATA SHEET -- Continued
- -----------------------------------------------------------------
4. PR NUMBER PAGE 1 OF 1
N0002498FR54659 TAR 38234
- -----------------------------------------------------------------
H. F. G. H. I. J. K.
PARM RFM SA AAA TT PAA COST CODE PDLI
(CRITICAL) PROJ UNIT MCC & SUF
00 060 R 068732 2D C7ACAX 20001 8S1 BR4P
- -----------------------------------------------------------------
10. AMOUNT (CRITICAL) NAVY INTERNAL USE ONLY
REF COD/ACRN
$30,000.00 V0006098RC7ACAXAA
PAGE TOTAL $30,000.00
GRAND TOTAL $30,000.00
- -----------------------------------------------------------------
PREPARED/AUTHORIZED BY:
/S/Robert Boyd. 3773D
DATE: May 4, 1998
COMPTROLLER APPROVAL:
SIGNATURE /S/E. G. Liggens
BY DIRECTION OF
CAPT. V.H. ACKLEY
DEPUTY COMMANDER/COMPTROLLER
DATE:
June 6, 1998
- -----------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<S> <C>
- -----------------------------------------------------------------
AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT
1. CONTRACT ID CODE PAGE OF PAGES
U 1 3
- -----------------------------------------------------------------
2. AMENDMENT/MODIFICATION NO. 3. EFFECTIVE DATE
P00023 SEE BLK 16C.
4. REQUISITION/PURCHASE REQ. NO. 5. PROJECT NO.
N00024-98-FR-54660 8-05F-54660
- -----------------------------------------------------------------
6. ISSUED BY CODE N00024 7. ADMINISTERED BY(If other than Item 6)
CODE S2401A
NAVAL SEA SYSTEMS COMMAND DCMC SYRACUSE BUFFALO
2531 JEFFERSON DAVIS HIGHWAY 1103 FEDERAL BUILDING
ARLINGTON VA 22242-5160 111 W. HURON STREET
BUYER/SYMBOL: L COOPER/0251 BUFFALO, NY 14202
PHONE: Area Code 703/602-8105, EXT. 516
- -----------------------------------------------------------------
12. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State
and
ZIP Code)
|| 9A. AMENDMENT OF
| | SOLICITATION NO.
| |---------------------------
CEC NO: 07-779-9799 | |9B. DATED (SEE ITEM 11)
| |
COMPTEK FEDERAL SYSTEMS, INC. | |---------------------------
2732 TRANSIT ROAD |(X) 10A. MODIFICATION OF
BUFFALO, NY 14224-2523 | | CONTRACT/ORDER NO.
| | N00024-97-C-6431
| |---------------------------
TIN NO: 16-1411419 | |10B. DATED (SEE ITEM 13)
- --------------------------------| | 30 APRIL 90
CODE 2X914 | FACILITY CODE | |
11. THIS ITEM ONLY APPLIES TO AMENDMENT OF SOLICITATIONS
[ ] The above numbered solicitation is amended as set forth in
Item 14. The hour and date specified for receipt of Offer [ ]
is extended, [ ] is not extended. Offers must acknowledge
receipt of this amendment prior to the hour and date specified in
the solicitation or as amended, by one of the following methods:
(e) By competing items 8 and 15, and returning ___ copies of the
amendment; (b) By acknowledging receipt of this amendment on each
copy of the offer submitted; or (c) By separate Letter or
telegram which includes a reference to the solicitation and
amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE RECEIVED
AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE
HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR
OFFER. If by virtue of this amendment you desire to change and
offer already submitted, such change may be made by telegram or
Letter, provided each telegram or letter makes reference to the
solicitation and this amendment, and is received prior to the
opening hour and date specified.
12. ACCOUNTING AND APPROPRIATION DATA
SEE ATTACHED FINANCIAL ACCOUNTING DATA SHEETS
- -----------------------------------------------------------------
17. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF
CONTRACTS/ORDERS, IT MODIFIES THE CONTRACT/ORDER NO. AS
DESCRIBED IN ITEM 14.
- -----------------------------------------------------------------
| A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify
| authority) THE CHANGES
| SET FORTH IN ITEM 14 ARE MADE IN THE
| CONTRACT ORDER NO. IN ITEM 10A.
- -----------------------------------------------------------------
| B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO
| REFLECT THE ADMINISTRATIVE
| CHANGES (such as changes in paying office,
| appropriation date, etc.) SET FORTH
| IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43,103(b).
- -----------------------------------------------------------------
| C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO
| AUTHORITY OF:
|
- -----------------------------------------------------------------
| D. OTHER (Specify type of modification and authority)
X | UNILATERAL MODIFICATION PER SECTION H, ALLOTMENT OF
| FUNDS CLAUSE PARAGRAPH (b)
- -----------------------------------------------------------------
I. IMPORTANT: Contractor [X] is not, [ ] is required to sign
this document and return __ copies to the issuing office.
- -----------------------------------------------------------------
18. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF
section headings, including solicitation/contract subject matter
where feasible.)
SEE ATTACHED PAGES
TAR38231 C-8023
Except as provided herein, all terms and conditions of the
document referenced in item 9A or 10A, as heretofore changed,
remains unchanged and in full force and effect.
- -----------------------------------------------------------------
15A. NAME AND TITLE OF SIGNER (Type or print)
16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)
ANN VAN HOUTEN
CONTRACTING OFFICER
- -----------------------------------------------------------------
15B. CONTRACTOR/OFFEROR 15C. DATE SIGNED
Signature of person authorized to sign
16B. UNITED STATES OF AMERICA | 16C. DATE SIGNED
By /s/ANN VAN HOUTON 15 JUNE 98
- -----------------------------------------------------------------
(Signature of Contracting officer) |
- -----------------------------------------------------------------
PREVIOUS EDITION UNUSABLE 30-105
STANDARD FORM 30 (REV. 10-83)
Prescribed by GSA
</TABLE>
<PAGE>
The purpose of this modification is to fully fund Items 0003AC in
the amount of $730,000. As a result of this modification the
amount funded to date is increased by $730,000 from $8,603,740 to
$9,333,740. As a result of this modification, the total
estimated value of this contract remains unchanged at $20,995,503
($19,838,066 estimated cost and $1,157,437 fixed fee).
Accordingly, Contract N00024-97-C-6431 is hereby modified as
follows:
1. Under Section B, SUPPLIES OR SERVICES and PRICES/COSTS,
replace Items 0001 and 0003 with the following ceilings:
<TABLE>
<S> <C> <C> <C> <C> <C>
ITEM $ EST. COST FIXED TOTAL MAN TYPE
FEE CPFF HOURS
0001 $ 0 $ 0 $ 0 0
0001AA $ 50,084 $ 2,920 $ 53,004 1,548 RDT&E 97
0001AB $ 0 $ 0 $ 0 0 FMS
0001AC $ 0 $ 0 $ 0 0 O&MN 97
0001AD $ 579,240 $ 33,770 $ 613,010 16,913 OPN 97
0001AE $ 333,878 $ 19,519 $ 353,397 9,749 SCN 97
0001AF $ 0 $ 0 $ 0 0 WPN 97
0001AG $ 30,057 $ 1,743 $ 31,800 929 MISC
0001AH $ 1,795,294 $ 104,661 $ 1,899,955 55,476 O&MN 98
0001AJ $ 884,318 $ 51,544 $ 935,862 27,326 RDT&E 98-ETS
0001AK $ 112,070 $ 6,532 $ 118,602 3,463 SCN 93
0001AL $ 1,795,476 $ 104,661 $ 1,900,137 55,481 SCN 96
0001AM $ 278,683 $ 16,247 $ 294,930 8,612 RDT&E 98
0001AN $ 529,143 $ 30,849 $ 559,992 16,351 OPN 98
0001AP $ 12,254 $ 714 $ 12,968 379 SCN 91
0001AR $ 463,594 $ 27,027 $ 490,621 14,325 SCN 94
TOTAL $ 6,864,091 $ 400,187 $ 7,264,278 210,552
</TABLE>
<TABLE>
<S> <C> <C> <C> <C> <C>
ITEM EST. COST FIXED TOTAL CPFF MAN TYPE
FEE HOURS
0003 $ 11,017,951 $ 643,212 $11,661,163 312,885
0003AA $ 160,702 $ 9,369 $ 170,071 4,576 RDT&E 98
0003AB $ 61,423 $ 3,581 $ 65,004 1,744 FMS-RAN
0003AC $ 718,132 $ 41,868 $ 760,000 20,396 O&MN 98
0003AD $ 0 $ 0 $ 0 0 OPN 98
0003AE $ 188,982 $ 11,018 $ 200,000 5,367 SCN 91
0003AF $ 0 $ 0 $ 0 0 WPN
0003AG $ 0 $ 0 $ 0 0 MISC
0003AH $ 236,228 $ 13,772 $ 250,000 6,709 SCN 94
0003AJ $ 401,587 $ 23,413 $ 425,000 11,405 SCN 96
0003AK $ 188,970 $ 11,017 $ 199,987 5,367 RDT&E 98 (ETS)
TOTAL $ 12,973,975 $ 757,250 $13,731,225 368,449
</TABLE>
2. Under Section C, SPECIFICATION OR STATEMENT OF WORK, add the
following for Item 0003AC
Item 0003AA, 0003AB, 0003AC, and 0003AK - The Contractor shall
perform all work required under Technical Instruction 37385,
38223, 38228,38220 and 38234.
Under section F, DELIVERIES OR PERIOD OF PERFORMANCE, add the
following for Item 0003AC.
Item 0003AC - The Contractor shall provided the required services
for this item from the date of this modification through 30
September 1998.
3. In accordance with the LIMITATION OF COST clauses, as listed
in the attached financial accounting data sheet, funding in the
amount of $730,000 is hereby added as follows:
ITEM EST. COST FIXED FEE TOTAL CPFF MAN HOURS TYPE
0003AC $ 689,785 $ 40,215 $ 730,000 19,591 O&MN 98
4. Under Section H, SPECIAL CONTRACT CLAUSES, ALLOTMENT OF FUNDS
CLAUSE, add Item 0003AC to paragraph c.
5. As a result of this modification the total amount funded to
date is increased by $730,000 from $8,603,740 to $9,333,740. As
a result of this modification, the total estimated value of this
contract remains unchanged as $20,995,503 ($19,838,066 estimated
cost and $1,157,437 fixed fee). Accordingly, Contract N00024-97-
C-6431 is hereby modified as follows:
<TABLE>
<S> <C> <C>
- -----------------------------------------------------------------
FINANCIAL ACCOUNTING DATA SHEET - NAVY
- -----------------------------------------------------------------
1. CONTRACT NUMBER 2. SPIN 3. MOD (CRITICAL)
(CRITICAL)
N0002497C6431 P00023
- -----------------------------------------------------------------
5. 6. LINE OF ACCOUNTING
CLIN/SLIN A. ACRN B. APPROPRI- C. SUBHEAD D. OBJ
CRITICAL ATION (CRITICAL) CLA
(CRITICAL)
- -----------------------------------------------------------------
0001AH AW 1781804 2U6N 252
<S> <C>
FINANCIAL ACCOUNTING DATA SHEET -- Continued
- -----------------------------------------------------------------
4. PR NUMBER PAGE 1 OF 1
N0002498FR54660 TAR 38231
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I. F. G. H. I. J. K.
PARM RFM SA AAA TT PAA COST CODE PDLI
(CRITICAL) PROJ UNIT MCC & SUF
SA SCL 0 068342 2D 000000 46N05 000 0000
- -----------------------------------------------------------------
11. AMOUNT (CRITICAL) NAVY INTERNAL USE ONLY
REF COD/ACRN
$730,000.00 N0002498RA02U6N
PAGE TOTAL $730,000.00
GRAND TOTAL $730,000.00
- -----------------------------------------------------------------
PREPARED/AUTHORIZED BY:
/S/ D. Tressler
M. O'Neal PMS430
DATE: May 5, 1998
COMPTROLLER APPROVAL:
SIGNATURE /S/Shirley M. Simpkins
BY DIRECTION OF
CAPT. V.H. ACKLEY
DEPUTY COMMANDER/COMPTROLLER
DATE:
June 5, 1998
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</TABLE>
EXHIBIT 11
<TABLE>
<CAPTION>
COMPTEK RESEARCH, INC. AND
SUBSIDIARIES
RECONCILIATION OF BASIC AND
DILUTED EPS COMPUTATIONS
Thirteen Weeks Ended June
26, 1998 and June 27, 1997
(In thousands, except per
share amounts)
Thirteen Weeks Ended
June June
26, 27,
1998 1997
<S> <C> <C>
Basic EPS
Net income (Numerator) $683 $565
===== =====
Shares (Denominator) 4,992 5,248
===== =====
Net income per share - $0.14 $0.11
Basic ===== =====
Diluted EPS
Net income (Numerator) $683 $565
===== ======
Shares (Denominator) 5,187 5,316
===== ======
Net income per share - $0.13 $0.11
Diluted ===== ======
</TABLE>
Exhibit 15
The Board of Directors
Comptek Research, Inc.
Buffalo, New York
Gentlemen:
Registration Statement Nos. 33-54170, 33-82536, and 333-11437
With respect to the subject registration statements, we acknowledge
our awareness of the use therein of our report dated July 17, 1998,
related to our review of interim financial information.
Pursuant to Rule 436(c) under the Securities Act of 1933, such
report is not considered part of a registration statement prepared
or certified by an accountant or a report prepared or certified by
an accountant within the meaning of sections 7 and 11 of the Act.
Very truly yours,
KPMG Peat Marwick LLP
Buffalo, New York
August 10, 1998
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1999
<PERIOD-END> JUN-26-1998
<CASH> 1,945
<SECURITIES> 0
<RECEIVABLES> 23,411
<ALLOWANCES> 593
<INVENTORY> 1,974
<CURRENT-ASSETS> 28,330
<PP&E> 15,793
<DEPRECIATION> 11,612
<TOTAL-ASSETS> 48,637
<CURRENT-LIABILITIES> 14,645
<BONDS> 21,707
0
0
<COMMON> 110
<OTHER-SE> 11,848
<TOTAL-LIABILITY-AND-EQUITY> 48,637
<SALES> 20,251
<TOTAL-REVENUES> 20,251
<CGS> 15,333
<TOTAL-COSTS> 15,333
<OTHER-EXPENSES> 3,550
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 248
<INCOME-PRETAX> 1,120
<INCOME-TAX> 437
<INCOME-CONTINUING> 683
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 683
<EPS-PRIMARY> .14
<EPS-DILUTED> .13
</TABLE>
