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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant
to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report: February 17, 1998
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TECHNICAL COMMUNICATIONS CORPORATION
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(Exact Name of Registrant as Specified in Its Charter)
Massachusetts
(State or Other Jurisdiction of Incorporation)
0-8588 04-2295040
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(Commission File Number) (I.R.S. Employer Identification No.)
100 Domino Drive, Concord, Massachusetts 01742
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(Address of Principal Executive Offices) (Zip Code)
(978) 287-5100
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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TABLE OF CONTENTS
FORM 8-K
February 17, 1998
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Item Page
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Item 5. Other Events 1
Signature 3
Exhibit E-1
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Item 5. Other Events
On February 17, 1998, the Board of Directors of Technical
Communications Corporation ("TCC") announced that they removed Roland S.
Gerard as President and CEO and elected Carl H. Guild, Jr., a Director of
TCC, to the positions of Chairman of the Board and CEO at their February 13,
1998 meeting. In addition, the Board announced the hiring and election of
Dale G. Peterson to the position of President and Mr. Gerard's resignation as
a Director.
The discussions in this Form 8-K, including any discussion of impact,
expressed or implied, on TCC's anticipated operating results may differ from
the results indicated by such forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933, as amended. TCC's results may
differ from the results indicated by such forward-looking statements. TCC's
operating results may be affected by many factors, including but not limited
to the fulfillment of customer orders, TCC's ability to retain and motivate
key technical and manufacturing personnel, and the possibility of political
instability in TCC's foreign markets. These and other risks are detailed
from time to time in TCC's filings with the Securities & Exchange Commission.
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Exhibit
No. Title
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99a Press Release
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Technical Communications Corporation
Dated: February 27, 1998 By:/s/ Carl H. Guild, Jr.
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Carl H. Guild, Jr.
Chairman and Chief Executive Officer
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EXHIBIT INDEX
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Exhibit
No. Title
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99a Press Release
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E-1
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Exhibit 99a
CONCORD, Mass.--(BUSINESS WIRE)--Feb. 17, 1998--Technical Communications
Corporation (NASDAQ:TCCO)
The Board of Directors, at its meeting on February 13, 1998, removed Roland
S. Gerard as President and CEO and elected Carl H. Guild, Jr., a Director of
the corporation, to the positions of Chairman of the Board and CEO. In
addition, the Board announced the hiring and election of Dale G. Peterson to
the position of President. Mr. Gerard has resigned as a director of the
Board.
Arnold McCalmont, founder, Director and previous Chairman, stated that, "I
and members of the Board are confident that this new leadership can return
TCC to profitability and growth. Carl Guild has extensive executive
management and operations experience and is very familiar with the
requirements of TCC's world-wide government business. Dale Peterson,
previously Director of Business Development with RACAL, a producer of
communications security equipment, brings to TCC a strong background of
communications security product development, finance and commercial marketing
experience."
Technical Communications Corporation designs, manufactures and markets
high-performance cryptographic devices and secure communications systems.
This equipment is purchased by a variety of military, government and
commercial customers world-wide, who use it to protect sensitive
communications transmitted over voice, data and facsimile networks.
Matters discussed in this news release, including any discussions of or
impact, expressed or implied, on the Company's anticipated operating results
and future earnings contain forward- looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended. The Company's
operating results may differ significantly from the results indicated by such
forward-looking statements. The Company's operating results may be affected
by many factors including but not limited to, the sales, marketing, and
manufacturing personnel, and the possibility of political instability in the
Company's foreign markets. These and other risks are detailed from time to
time in the Company's filings with the Securities & Exchange Commission,
including form 10K for the fiscal year ended September 27, 1997.
