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 Earliest Event Reported
September 16, 2008
Environmental Tectonics Corporation
(Exact name of registrant as specified in its charter)
Pennsylvania
(State or other jurisdiction of incorporation of organization)
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| 1-10655
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23-1714256 |
| (Commission File Number)
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(IRS Employer Identification Number) |
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| County Line Industrial Park |
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| Southampton, Pennsylvania
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18966 |
| (Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code (215) 355-9100
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
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| Item 3.01. |
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Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard;
Transfer of Listing. |
On September 16, 2008, Environmental Tectonics Corporation (the “Company”) was advised by the
American Stock Exchange (“AMEX”) that it had accepted the Company’s Compliance Plan (the “Plan”),
and agreed to continue the listing of the Company’s common stock through at least March 16, 2009,
subject to the Company attaining certain milestones. The Plan had been submitted on July 31, 2008
in response to a letter received from AMEX on July 2, 2008 stating that the Company was not in
compliance with Section 1003 of the AMEX Company Guide. Specifically, the Company is not in
compliance with Section 1003(a)(i) of the AMEX Company Guide with stockholders’ equity of less than
$2,000,000 and losses from continuing operations and net losses in two out of its three most recent
fiscal years, Section 1003(a)(ii) of the AMEX Company Guide with stockholders’ equity of less than
$4,000,000 and losses from continuing operations and net losses in three out of its four most
recent fiscal years, and Section 1003(a)(iii) of the AMEX Company Guide with stockholders’ equity
of less than $6,000,000 and net losses in its five most recent fiscal years. This non-compliance by
the Company with Section 1003 of the AMEX Company Guide made the Company’s common stock subject to
being delisted from AMEX.
The Company has been granted an extension until March 16, 2009 to regain compliance with the
continued listing standards and must meet certain milestones during that timeframe. The Company
will be subject to periodic review by AMEX Exchange Staff during the extension period. Failure to
make progress consistent with the Plan or to regain compliance with the continued listing standards
by the end of the extension period could result in the Company being delisted from the AMEX.
As a consequence of falling below the continued listing standards of the AMEX Company Guide,
the Company will be included in a list of issuers that are not in compliance with AMEX’s continued
listing standards. Additionally, an indicator will be added to the Company’s trading symbol noting
the Company’s non-compliance with the continued listing standards of the AMEX Company Guide until
such time as the Company regains compliance with the applicable listing standards.
A copy of the press release issued by the Company on September 19, 2008 disclosing AMEX’s
acceptance of the Plan is filed as Exhibit 99.1 to this Form 8-K and incorporated herein by
reference.
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| Item 9.01. |
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Financial Statements and Exhibits. |
The following exhibits are furnished or filed in accordance with Item 601 of Regulation S-K:
99.1 Press Release dated September 19, 2008.
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