SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Earliest Event Reported
August 17, 2005
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Environmental Tectonics Corporation
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(Exact name of registrant as specified in its charter)
Pennsylvania
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(State or other jurisdiction of incorporation of organization)
1-10655 23-1714256
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(Commission File Number) (IRS Employer Identification Number)
County Line Industrial Park
Southampton, Pennsylvania 18966
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (215) 355-9100
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ITEM 7.01 REGULATION FD DISCLOSURE.
Effective as of August 17, 2005, Environmental Tectonics Corporation
(the "Company") entered into an agreement (the "Agreement") to settle litigation
with Boenning and Scattergood, Inc. ("B&S"). The B&S litigation, as reported in
previous quarterly reports on Form 10-Q and annual reports on Form 10-K, related
to a claim by B&S for payment in excess of $900,000 in fees allegedly due to B&S
pursuant to the terms of an agreement for investment banking services which was
entered into with a predecessor of B&S (the "B&S Litigation").
Pursuant to the terms of the Agreement, the Company has agreed to
settle for an undisclosed sum (the "B&S Payment") and B&S and the Company have
agreed to release any and all claims against the other and to dismiss all
outstanding claims relating to the B&S Litigation with prejudice. The B&S
Payment was made on August 23, 2005.
The Agreement was entered into for the purpose of resolving contested
claims and disputes as well as avoiding the substantial costs, expenses and
uncertainties associated with protracted and complex litigation, and is not an
admission of fault or liability by either party.
The Company believes that the B&S Payment will have no material impact
on the Company's results of operations.
The information included in this report on Form 8-K is furnished
pursuant to Item 7.01 and shall not be deemed to be "filed" for the purposes of
Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the
liabilities of that section.
2
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.
ENVIRONMENTAL TECTONICS CORPORATION
Registrant
Date: August 23, 2005 By /s/ Duane D. Deaner
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Duane D. Deaner
Chief Financial Officer