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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 (Date of earliest event reported): November 28, 2001
ESCO TECHNOLOGIES INC.
(Exact Name of Registrant as Specified in Charter)
| Missouri | 1-10596 | 43-1554045 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 8888 Ladue Road, Suite 200, St. Louis, Missouri | 63124-2056 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: 314-213-7200
| ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS | ||||||||
| ITEM 9. REGULATION FD DISCLOSURE | ||||||||
| SIGNATURE | ||||||||
| Press Release | ||||||||
| Information included on Registrant's website | ||||||||
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
| Exhibit No. | Description of Exhibit | ||
| 99.1 | Press release dated November 28, 2001. | ||
| 99.2 | Information included on Registrant’s website as of November 28, 2001. | ||
ITEM 9. REGULATION FD DISCLOSURE
On November 28, 2001, the Registrant will include on its website certain information regarding the Registrant’s financial goals. The related press release and certain information included on Registrant’s website are attached as Exhibits 99.1 and 99.2 to this Form 8-K.
The furnishing of these Exhibits is not intended to constitute a representation that such furnishing is required by Regulation FD or that the information they contain includes material investor information that is not otherwise publicly available. Statements in Exhibits 99.1 and 99.2 that are not strictly historical are “forward looking” statements within the meaning of the safe harbor provisions of the federal securities laws. Investors are cautioned that such statements are only predictions, and speak only as of November 28, 2001. The Registrant does not assume any obligation to update such information in the future. The Registrant’s actual results in the future may differ materially from those projected in the forward-looking statements due to risks and uncertainties that exist in the Registrant’s operations and business environment including, but not limited to: further weakening of economic conditions in served markets; changes in customer demands or customer insolvencies; electricity shortages; competition; intellectual property matters; consolidation of internal operations; integration of recently acquired businesses; delivery delays or defaults by customers; performance issues with key suppliers and subcontractors; and the Registrant’s successful execution of internal operating plans.
SIGNATURE
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 hereunto duly authorized.
| ESCO TECHNOLOGIES INC. |
| Dated: November 28, 2001 | By: /s/ A. S. BARCLAY | |||
| A.S. Barclay Vice President, Secretary and General Counsel |
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EXHIBIT INDEX
| Exhibit No. | Description of Exhibit | |
| 99.1 | Press release dated November 28, 2001. | |
| 99.2 | Information included on Registrant’s website as of November 28, 2001. |
EXHIBIT 99.1
| NEWS FROM |  |
|
| For more information contact: | For media inquiries: | |
| Patricia K. Moore Director, Investor Relations ESCO Technologies Inc. (314) 213-7277 |
David P. Garino (314) 982-0551 |
ESCO TECHNOLOGIES PUBLISHES
PRESENTATION ON ITS WEBSITE
St. Louis, MO, November 28, 2001 – ESCO Technologies Inc. (NYSE:ESE) announced today it will post a Company presentation on its website, www.escotechnologies.com, outlining its strategy and goals for the next five years.
In addition to covering the results of operations for fiscal 2001, the presentation highlights the Company’s strategy for sustaining the favorable momentum established since the divestiture of its last major defense business in September 1999. The presentation also outlines the Company’s five-year financial goals of compound annual growth in sales and earnings per share, from a fiscal 2000 base, of greater than 10 percent and greater than 15 percent, respectively. The Company is also focused on attaining an operating profit margin of at least 15 percent over the same time horizon.
The information will be posted on the Company’s website today.
Statements in this press release that are not strictly historical are “forward-looking” statements within the meaning of the safe harbor provisions of the federal securities laws. Investors are cautioned that such statements are only predictions, and speak only as of the date of this release. The Company’s actual results in the future may differ materially from those projected in the forward-looking
statements due to risks and uncertainties that exist in the Company’s operations and business environment including, but not limited to: further weakening of economic conditions in served markets; changes in customer demands or customer insolvencies; electricity shortages; competition; intellectual property matters; consolidation of internal operations; integration of recently acquired businesses; delivery delays or defaults by customers; performance issues with key suppliers and subcontractors; collective bargaining labor disputes; and the Company’s successful execution of internal operating plans.
ESCO, headquartered in St. Louis, is a leading supplier of engineered filtration products to the process, health care and transportation markets worldwide. In addition, the Company is the industry leader in RF shielding and EMC test products and also markets proprietary, special purpose communications systems.
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EXHIBIT 99.2
