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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 29, 2001.
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
for the transition period from to .
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Commission file number 0-14275
Edac Technologies Corporation
-----------------------------
(Exact Name of Registrant as Specified in Its Charter)
Wisconsin 39-1515599
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(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
1806 New Britain Avenue, Farmington, Connecticut 06032
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (860)-677-2603
Securities registered pursuant to Section 12(b) of the Act:
Name of Each Exchange
Title of Each Class on Which Registered
N/A N/A
--------------------- -----------------------
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $.0025 par value
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(Title of class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 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 .
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]
As of February 22, 2002, 4,386,038 shares of Common Stock were outstanding,
and the aggregate market value of the Common Stock (based upon the $2.00 closing
price on that date on the OTC Bulletin Board) held by nonaffiliates (excludes
shares reported as beneficially owned by directors and officers - does not
constitute an admission as to affiliate status) was approximately $7,378,316.
DOCUMENTS INCORPORATED BY REFERENCE
Part of Form 10-K
Into Which Portions of
DOCUMENT Document are Incorporated
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Annual Report to Shareholders for the
fiscal year ended December 29, 2001 Part II
Proxy Statement relating to
2002 Annual Meeting of Shareholders Part III
All statements other than historical statements contained in this report on Form
10-K or deemed to be contained herein due to incorporation by reference to a
different document constitute "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995. Without limitation, these
forward looking statements include statements regarding the Company's business
strategy and plans, statements about the adequacy of the Company's working
capital and other financial resources, statements about the Company's bank
agreement, statements about the Company's backlog, statements about the
Company's actions to improve operating performance, and other statements herein
that are not of a historical nature. These forward-looking statements rely on a
number of assumptions concerning future events and are subject to a number of
uncertainties and other factors, many of which are outside of the Company's
control, that could cause actual results to differ materially from such
statements. These include, but are not limited to, factors which could affect
demand for the Company's products and services such as general economic
conditions and economic conditions in the aerospace industry and the other
industries in which the Company competes; competition from the Company's
competitors; the Company's ability to reduce costs; the Company's ability to
effectively use business-to-business tools on the Internet to improve operating
results; the adequacy of the Company's revolving credit facility and other
sources of capital. The Company disclaims any intention or obligation to update
or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.
PART I
ITEM 1. BUSINESS.
General
The accompanying consolidated financial statements include Edac
Technologies Corporation (the Company) and its wholly owned subsidiaries,
Gros-Ite Industries Inc. and Apex Machine Tool Company, Inc. EDAC Technologies
provides complete design, manufacture and service meeting the precision
requirements of some of the most exacting customers in the world for tooling,
fixtures, molds, jet engine components and machine spindles.
Information relating to Edac's four business segments is contained in
"Management's Discussion and Analysis of Results of Operations and Financial
Condition" and in Note I to the Consolidated Financial Statements in Edac's 2001
Annual Report to Shareholders incorporated by reference herein.
Products
Edac currently offers design and manufacturing services for a wide
range of industries in areas such as special tooling, equipment and gauges, and
components used in the manufacture, assembly and inspection of jet engines.
Edac also specializes in the design and repair of precision spindles. Spindles
are an integral part of numerous machine tools which are found in virtually any
type of manufacturing environment.
Edac maintains manufacturing facilities with computerized, numerically
controlled machining centers, grinding, welding, painting and assembly
capabilities. Items manufactured by Edac include precision rings, and other
components for jet engines, industrial spindles and specialized machinery
designed by Edac or others and other assemblies requiring close tolerances.
Patents and Trademarks
Edac currently holds no patents or registered trademarks, tradenames or
similar intellectual property. The Company believes that the nature of its
business presently does not require the development of patentable products or
registered tradenames or trademarks to maintain market growth.
Marketing and Competition
EDAC Technologies provides complete design, manufacture and service
meeting the precision requirements of some of the most exacting customers in the
world for tooling, fixtures, molds, jet engine components and machine spindles.
The Company developed its high skill level serving the aerospace industry for
over 50 years. For 2001, approximately 50% of EDAC's net sales were to United
Technologies Corporation. We provide a range of components, tooling, fixtures
and design services for their Pratt & Whitney and other divisions. In
addition EDAC has expanded its commitment to serving the manufacturing needs of
a broad base of industrial customers.
The competition for design, manufacturing and service in precision
machining and machine tools consists of independent firms, many of which are
smaller than EDAC. This allows us to bring a broader spectrum of support to our
customers who are consistently looking for ways to consolidate their vendor
base. The Company also competes against the in-house manufacturing and service
capability of our larger customers. The trend by large manufacturers to
outsource activities that are outside their core competency is a opportunity for
EDAC.
The market for our products and precision machining capabilities
continues to change with the development of more sophisticated use of
business-to-business tools on the internet. We are actively involved in securing
new business leads on the internet and have participated in internet auctions
and research for quoting opportunities. The sales and marketing team at EDAC has
developed an updated website with important interactive tools to do business
more effectively with our customers.
EDAC Technologies has a distinct competitive advantage in our ability
to provide high quality, high precision, quick turnaround support to customers
from design to delivery. Our experience and reputation in the demanding
aerospace business provides an extra level of expertise in meeting our
customers' requirements. We believe our commitment to continuous improvement and
the latest technology will generate productivity improvements required to
respond to the increasing price pressure in the competitive marketplace.
Backlog
Edac's backlog as of December 29, 2001, was approximately $29,000,000
compared to $32,000,000 as of December 30, 2000. Backlog consists of accepted
purchase orders that are cancelable by the customer without penalty, except for
payment of costs incurred, and may involve delivery times that extend over
periods as long as three years. Edac presently expects to complete approximately
$20,000,000 of its December 29, 2001 backlog during the 2002 fiscal year.
Employees
As of February 25, 2002, Edac had approximately 237 employees.
ITEM 2. PROPERTIES.
The properties at 1790 and 1798 New Britain Avenue were renovated in
1997 to improve production, increase capacity and improve the appearance of both
the interior and exterior. The building at 1806 New Britain Avenue was
constructed in 1995 for the Company's developing Large Machining operation.
Square Owned or Principal
Address Feet Leased Activity
- ------- --------- ---------- ------------
1790 New Britain Ave. 47,000 Owned Manufacturing
Farmington, CT. 06032 * Design engineering services
1798 New Britain Ave. 20,800 Owned Design and manufacture of
Farmington, CT. 06032 * spindles
1806 New Britain Ave. 19,200 Owned Manufacturing
Farmington, CT. 06032 *
21 Spring Lane 44,000 Owned Manufacturing Design
Farmington, CT 06032 * engineering services
1838 New Britain Ave. 3,000 Leased Warehouse
Farmington, CT. 06032
* Property subject to mortgage securing certain corporate indebtedness.
ITEM 3. LEGAL PROCEEDINGS.
Edac is not a party to any material pending legal proceedings.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
No matters were submitted to a vote of security holders during the
fourth quarter of the fiscal year ended December 29, 2001.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
Information in response to this item is incorporated herein by
reference to "Market Information" on page 4 of Edac's 2001 Annual Report to
Shareholders.
ITEM 6. SELECTED FINANCIAL DATA.
Information in response to this item is incorporated herein by
reference to "Selected Financial Information" on page 5 of Edac's 2001 Annual
Report to Shareholders.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
Information in response to this item is incorporated herein by
reference to "Management's Discussion and Analysis of Financial Condition and
Results of Operations" on pages 6 through 12 of Edac's 2001 Annual Report to
Shareholders.
ITEM 7a. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK.
The Company does not invest in derivative financial instruments, other
financial instruments or derivative commodity instruments. Refer to
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" page 11 of Edac's 2001 Annual Report to Shareholders and to Note C
to Consolidated Financial Statements for a summary of the Company's debt
obligations.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
Information in response to this item is incorporated herein by
reference to pages 13 through 32 of Edac's 2001 Annual Report to Shareholders.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
None.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
Information in response to this item is incorporated herein by
reference to "Election of Directors" in Edac's definitive Proxy Statement for
its 2002 Annual Meeting of Shareholders ("Edac's 2002 Proxy Statement"), which
will be filed within 120 days after the end of Edac's fiscal year ended December
29, 2001.
ITEM 11. EXECUTIVE COMPENSATION.
Information in response to this item is incorporated herein by
reference to "Executive Compensation" in Edac's 2002 Proxy Statement.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
Information in response to this item is incorporated herein by
reference to "Security Ownership" in Edac's 2002 Proxy Statement.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
None.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULE, AND REPORTS ON FORM 8-K.
(a) Documents filed:
1. Financial Statements.
The financial statements required to be filed by Item 8 hereof
have been incorporated by reference to Edac's 2001 Annual Report
to Shareholders and consist of the following:
Report of Independent Public Accountants
Consolidated Statements of Operations--Years Ended December
29, 2001, December 30, 2000 and January 1, 2000.
Consolidated Balance Sheets--As of December 29, 2001 and
December 30, 2000.
Consolidated Statements of Cash Flows--Years ended December
29, 2001, December 30, 2000 and January 1, 2000.
Consolidated Statements of Changes in Shareholders' Equity and
Comprehensive Income--Years ended December 29, 2001, December
30, 2000 and January 1, 2000.
Notes to Consolidated Financial Statements.
2. Financial statement schedule.
The following financial statement schedule of Edac is included in
Item 14(d) hereof:
Report of Independent Public Accountants on Schedule
Schedule II: Valuation and qualifying accounts
All other schedules for which provisions are made in the applicable
accounting regulation of the Securities and Exchange Commission are not required
under the related instructions or are inapplicable, and therefore have been
omitted.
(b) Reports on Form 8-K
Edac did not file any reports on Form 8-K during the last
quarter of the period covered by this Form 10-K.
(c) Exhibits
See Exhibit Index included as the last part of this Report, which Index
is incorporated herein by this reference.
(d) Financial Statements and Schedules
Refer to Item 14(a) above for listing of financial statements and
schedule.
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To The Shareholders and Board of Directors of
Edac Technologies Corporation:
We have audited in accordance with auditing standards generally accepted in the
United States, the consolidated financial statements included in Edac
Technologies Corporation's annual report to shareholders incorporated by
reference in this Form 10-K, and have issued our report thereon dated February
8, 2002 (except with respect to the matters discussed in Notes A and K, as to
which the date is April 11, 2002). Our audit was made for the purpose of forming
an opinion on those statements taken as a whole. The schedule presented on
Schedule II of this Form 10-K is the responsibility of the Company's management
and is presented for purposes of complying with the Securities and Exchange
Commission's rules and is not part of the basic financial statements. This
schedule has been subjected to the auditing procedures applied in the audit of
the basic financial statements and, in our opinion, fairly states in all
material respects the financial data required to be set forth therein in
relation to the basic financial statements taken as a whole.
/s/Arthur Andersen LLP
Hartford, Connecticut
February 8, 2002 (except with respect to the matters discussed in Notes A and K,
as to which the date is April 11, 2002)
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
EDAC TECHNOLOGIES CORPORATION AND SUBSIDIARIES
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COL. A COL. B COL. C COL. D COL. E
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ADDITIONS
Balance at Beginning Charged to Costs Charged to Other Deductions Balance at End
DESCRIPTION of Year and Expenses Accounts-Describe Describe of Year
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YEAR ENDED DECEMBER 29, 2001:
Reserves and allowances deducted
from asset accounts:
Allowance for
doubtful accounts $200,000 $132,000 $0 $0 $332,000
Allowance for excess and obsolete
inventory and loss contracts 1,055,000 0 0 (1) 20,818 1,034,182
YEAR ENDED DECEMBER 30, 2000:
Reserves and allowances deducted
from asset accounts:
Allowance for
doubtful accounts 207,000 13,474 0 (2) 20,474 200,000
Allowance for excess and obsolete
inventory and loss contracts 1,029,000 56,498 0 (1) 30,498 1,055,000
YEAR ENDED JANUARY 1, 2000:
Reserves and allowances deducted
from asset accounts:
Allowance for
doubtful accounts 160,000 71,959 0 (2) 24,959 207,000
Allowance for excess and obsolete
inventory and loss contracts 409,000 1,029,000 0 (1) 409,000 1,029,000
(1) Represents disposition of inventory reserved against.
(2) Represents write-off of specific accounts receivable.
SIGNATURES
Pursuant to the requirements of section 13 or 15 (d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf on April 15, 2002 by the undersigned, thereunto duly authorized.
EDAC TECHNOLOGIES CORPORATION
BY /s/Richard A. Dandurand
--------------------------------
Richard A. Dandurand,
Chief Executive Officer
Each person whose signature appears below hereby appoints Richard A. Dandurand
and Ronald G. Popolizio, and each of them individually, his true and lawful
attorney-in-fact, with power to act with or without the other and with full
power of substitution and resubstitution, in any and all capacities, to sign any
and all amendments to the Form 10-K and file the same with all exhibits thereto,
and other documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents full power and
authority to do and perform each and every act and thing requisite and necessary
to be done in and about the premises, as fully to all intents and purposes as he
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or their substitutes, may lawfully cause to be
done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.
Signatures Title Date
/s/Richard A. Dandurand Chairman and Chief April 15, 2002
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Richard A. Dandurand Executive Officer
/s/Ronald G. Popolizio Executive Vice President, April 15, 2002
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Ronald G. Popolizio Chief Financial Officer
and Director
(Principal Financial and
Accounting Officer)
Signatures Title Date
/s/Robert J. Gilchrist Director April 15, 2002
- ------------------------------
Robert J. Gilchrist
/s/John M. Kucharik Director April 15, 2002
- ------------------------------
John M. Kucharik
/s/Dominick A. Pagano Director April 15, 2002
- ------------------------------
Dominick A. Pagano
/s/Stephen J. Raffay Director April 15, 2002
- ------------------------------
Stephen J. Raffay
/s/Daniel C. Tracy Director April 15, 2002
- ------------------------------
Daniel C. Tracy
EXHIBIT INDEX
Exhibit Sequential
Number Page Number
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3.1 Edac's Amended and Restated (1)
Articles of incorporation
3.2 Edac's Amended and Restated By-Laws (18)
4.1 Edac's Amended and Restated (1)
Articles of incorporation
4.2 Sections of Edac's By-Laws (18)
10.1 Gros-Ite division Pension Plan (1)
10.2 Edac Technologies Corporation (2)
Employee Stock Ownership Trust,
effective May 1, 1989
10.3 $4,000,000 Term Promissory Note (4)
dated March 22, 1993 between
Edac and Shawmut
10.4 Construction to Permanent Loan (5)
Promissory Note
10.5 Open-End Construction to Permanent (5)
Mortgage Deed
10.6 Sixth Amendment to Revolving Loan, (5)
Term Loan, Equipment Loan and
Security Agreement
10.7 Modification of Construction to (5)
Permanent Loan Promissory Note
and Open-End Construction to
Permanent Mortgage Deed
10.8 Seventh Amendment to Revolving Loan, (5)
Term Loan, Equipment Loan and
Security Agreement and
Reaffirmation of Guarantees
10.9 Eighth Amendment to Revolving Loan, (5)
Term Loan, Equipment Loan and
Security Agreement and
Reaffirmation of Guarantees,
Modification of Notes and
Reaffirmation of Guarantees
10.10 Seventh Modification Agreement to (5)
Open-End Mortgage Deed
10.11 Second Modification of Construction (5)
to Permanent Loan Promissory Note
and Open-End Construction to
Permanent Mortgage Deed
10.12 Edac Technologies Corporation (6)
1996 Stock Option Plan
10.13 Ninth Amendment to Revolving loan, Term (7)
Loan, Equipment Loan and Security Agreement,
Modification of Notes and Reaffirmation of
Guarantees dated as of March 27, 1997 by and
between Edac and Fleet National Bank
10.14 Amended and Restated Revolving Promissory (7)
Note dated of as of March 27, 1997 by and
between Edac and Fleet National Bank
10.15 Equipment Promissory Note III dated as of March (7)
27, 1997 by and between Edac and Fleet
National Bank
10.16 Amended and Restated Promissory Note dated March (7)
27, 1997 by and between Edac and Fleet
National Bank
10.17 Eighth Modification Agreement to Open-End (7)
Mortgage Deed dated March 27, 1997 by and between
Edac and Fleet National Bank
10.18 Third Modification of Construction to (7)
Permanent Loan Promissory Note and Open-End
Construction to Permanent Mortgage Deed dated
March 27, 1997 by and between Edac and Fleet
National Bank
10.19 Asset Purchase Agreement dated as of May 13, 1998 (8)
by and among Edac, Apex Acquisition Corp., Apex
Machine Tool Company, Inc., Gerald S. Biondi,
James G. Biondi and Michael Biondi.
10.20 Purchase Agreement dated as of May 13, 1998 by and (8)
between Edac, Gerald S. Biondi, James G. Biondi and
Michael Biondi providing for the acquisition of the real
estate located at 17 and 21 Spring Lane, Farmington,
Connecticut.
10.21 Guaranty Agreement dated as of June 30, 1998 by and (8)
among Edac, as guarantor, Apex Acquisition Corporation,
Gerald S. Biondi, James G. Biondi and Michael Biondi
pursuant to which Edac has guaranteed all of the
obligations of Apex Acquisition Corporation under the real
estate purchase agreement.
10.22 Promissory note payable by Apex Acquisition Corporation (8)
to Gerald S. Biondi, James G. Biondi and Michael Biondi
under the real estate purchase agreement.
10.23 Purchase agreement dated as of May 13, 1998 by and (8)
between Edac, Gerald S. Biondi and James G. Biondi
providing for the acquisition, after the satisfaction
of certain pre-closing conditions, by Edac Technologies
Corporation or its wholly-owned subsidiary of the property
located at 55 Spring Lane, Farmington, Connecticut.
10.24 Eleventh Amendment to Loans and Security Agreement, (8)
Modification of Notes and Reaffirmation of Guaranties
dated as of June 30, 1998 by and among Fleet National
Bank, Edac, Gros-Ite Industries, Inc. and Apex Acquisition
Corporation.
10.25 Second Amended and Restated Promissory Note dated as (8)
of June 30, 1998 in the original principal amount of
$13 million payable by Edac Technologies Corporation
to Fleet National Bank.
10.26 Term Promissory Note dated June 30, 1998 in the (8)
principal amount of $14 million payable by Edac
to Fleet National Bank.
10.27 Fourth Modification of Construction to Permanent Loan (8)
Promissory Note and Open-End Construction to Permanent
Mortgage Deed dated as of June 30, 1998 by and among
Edac and Fleet National Bank.
10.28 Ninth Modification Agreement to Open-End Mortgage Deed (8)
dated as of June 30, 1998 by and between Edac
and Fleet National Bank.
10.29 Guaranty Agreement dated as of June 30, 1998 from each (8)
of Apex Acquisition Corporation and Gros-Ite Industries,
Inc. to Fleet National Bank.
10.30 Open-End Mortgage Deed, Security Agreement, Collateral (8)
Assignment of Rents and Financing Statement dated as of
June 30, 1998 by and between Edac and Fleet National Bank.
10.31 Security Agreement dated as of June 30, 1998 by and (8)
between Apex Acquisition Corporation and Fleet
National Bank.
10.32 Hazardous Substances Indemnity Agreement dated as of (8)
June 30, 1998 by and among Edac, Apex Acquisition
Corporation, Gros-Ite Industries, Inc. and Fleet
National Bank.
10.33 Agreement Regarding Purchase Price Adjustments dated (9)
September 24, 1998 by and between Edac, Apex Machine
Tool Company, Inc., Biondi Tool Company, Inc., Gerald
S. Biondi, James G. Biondi and Michael Biondi.
10.34 Edac Technologies Corporation 1998 Stock
Option Plan (10)
10.35 Tenth Amendment to Revolving Loan, Term (10)
Loan, Equipment Loan and Security Agreement,
Modification of Notes and Reaffirmation of
Guarantees
10.36 Equipment Promissory Note IV (10)
10.37 Twelfth Amendment to Loans and Security (10)
Agreement,Modification of Notes and
Reaffirmation of Guaranties
10.38 Employment contract, dated November 20, 1998, (10)
between Edac and Edward J. McNerney
10.39 Change of Control Agreement, dated January 29, (11)
1999, between Edac Technologies Corporation
and Ronald G. Popolizio
10.40 Employment contract, dated June 23, 1999, (12)
between Edac and Ronald G. Popolizio
10.41 Termination and Release Agreement, dated October (13)
22, 1999, between Edac and Edward J. McNerney
10.42 Forbearance Agreement dated as of October 29, (13)
1999 by and between Edac and Fleet National
Bank
10.43 Third Amended and Restated Revolving Promissory (13)
Note dated as of October 29, 1999 by and between
Edac and Fleet National Bank
10.44 First Amendment To Forbearance Agreement dated as (14)
of December 30, 1999 by and between Edac and
Fleet National Bank
10.45 Stock Pledge Agreement dated as of (14)
January 26, 2000 by and between Edac
and Fleet National Bank
10.46 Second Amendment to Forbearance Agreement (14)
dated as of April 30, 2000 by and between Edac
and Fleet National Bank
10.47 Third Amendment to Forbearance Agreement (14)
dated as of June 3, 2000 by and between Edac
and Fleet National Bank
10.48 Fourth Amendment to Forbearance Agreement (14)
Dated July 31, 2000 by and between Edac
and Fleet National Bank
10.49 Agreement for Extension of Expiration Date (14)
Pegos Machine Corp. dated as of March 31, 2000
10.50 Second Agreement for Extension of Expiration (14)
Date Pegos Machine Corp. dated as of
May 31, 2000
10.51 Third Agreement for Extension of Expiration (14)
Date Pegos Machine Corp. dated as of
July 31, 2000
10.52 Consulting Agreement between John DiFrancesco (14)
and Edac dated June 1, 2000
10.53 Fifth Amendment to Forbearance Agreement (15)
dated as of August 11, 2000 by and between Edac
and Fleet National Bank
10.54 Sixth Amendment to Forbearance Agreement (15)
dated as of August 22, 2000 by and between Edac
and Fleet National Bank
10.55 Seventh Amendment to Forbearance Agreement (15)
Dated September 7, 2000 by and between Edac
and Fleet National Bank
10.56 Fourth Agreement for Extension of Expiration Date (15)
Pegos Machine Corp. dated as of August 11, 2000
10.57 Fifth Agreement for Extension of Expiration (15)
Date Pegos Machine Corp. dated as of
August 22, 2000
10.58 Sixth Agreement for Extension of Expiration (15)
Date Pegos Machine Corp. dated as of
September 7, 2000
10.59 Loan and Security Agreement dated September 29, 2000 (15)
among General Electric Capital Corp., Edac and
Apex Machine Tool Company Inc. as borrowers
10.60 Leading Borrower's and Second Borrower's Revolving (15)
Credit Notes dated as of September 29, 2000 by and
between General Electric Capital Corporation and Edac
10.61 Term Note A-1 dated September 29, 2000 by and between (15)
General Electric Capital Corporation and Edac
Technologies Corporation
10.62 Term Note A-2 dated September 29, 2000 by and between (15)
General Electric Capital Corporation and Apex Machine
Tool Company, Inc.
10.63 Pledge Agreement dated September 29, 2000 by and (15)
between General Electric Capital Corporation and
Edac
10.64A Escrow and Forbearance Agreement dated (15)
September 29, 2000 by and between Fleet National Bank
and Edac
10.64B Amended and Restated Term Note dated (15)
September 29, 2000 by and between Fleet National
Bank and Edac
10.64C Security Agreement dated September 29, 2000 by and (15)
between Fleet National Bank and Edac
10.64D Mortgage Modification Agreement dated (15)
September 29, 2000 by and between Fleet National
Bank and Edac
10.65 Intercreditor and Subordination Agreement dated (15)
September 29, 2000 by and between Fleet National Bank,
General Electric Capital Corp. and Edac
10.66 Agreement for the Purchase and Sale of Real Estate (16)
Dated September 28, 2000 by and between Edac and Globe
Corporation
10.67 Edac Technologies Corporation 2000 Stock Option Plan (16)
10.68 Edac Technologies Corporation 2000-B Stock Option Plan (16)
10.69 Employment contract between Edac and (16)
Richard A. Dandurand dated December 1, 2000
10.70 Change of Control Agreement dated December 1, 2000 (16)
between Edac and Richard A. Dandurand
10.71 Second Amendment of Note dated December 28, 2000 (16)
by and among Apex Acquisition Corp. and Gerald S.
Biondi, James G. Biondi and Michael Biondi.
10.72 Loan Agreement dated February 5, 2001 by and between (17)
Farmington Savings Bank and Edac.
10.73 Commercial Mortgage Note dated February 5, 2001 by and (17)
between Farmington Savings Bank and Edac.
10.74 Open-End Mortgage Deed and Security Agreement dated (17)
February 5, 2001 by and between Farmington Savings
Bank and Edac.
10.75 Environmental Indemnification Agreement dated (17)
February 5, 2001 by and between Farmington Savings
Bank and Edac.
11 Earnings per share information has been
incorporated by reference to Edac's 2001
Annual Report to Shareholders
13 Edac's 2001 Annual Report to Shareholders
21 Subsidiaries
23 Consent of Arthur Andersen LLP,
independent public accountants
24 Power of Attorney (19)
99.1 Letter to Commission pursuant to Temporary Note 3T
(1) Exhibit incorporated by reference to the Company's registration statement
on Form S-1 dated August 6, 1985, commission File No. 2-99491, Amendment
No. 1.
(2) Exhibit incorporated by reference to the Company's Annual Report on Form
10-K for the year ended December 31, 1989.
(3) Exhibit incorporated by reference to the Company's Annual Report on Form
10-K for the year ended December 31, 1991.
(4) Exhibit incorporated by reference to the Company's Annual Report on Form
10-K for the year ended December 31, 1993.
(5) Exhibit incorporated by reference to the Company's Annual
Report on Form 10-K for the year ended December 31, 1995.
(6) Exhibit incorporated by reference to the Company's Annual Report on Form
10-K for the year ended December 31, 1996.
(7) Exhibit incorporated by reference to the Company's Quarterly Report on Form
10-Q for the quarter ended March 31, 1997.
(8) Exhibit incorporated by reference to the Company's Current Report on Form
8-K dated June 30, 1998.
(9) Exhibit incorporated by reference to the Company's Quarterly Report on Form
10-Q for the quarter ended July 4, 1998.
(10) Exhibit incorporated by reference to the Company's Annual Report on Form
10-K for the year ended January 2, 1999.
(11) Exhibit incorporated by reference to the Company's Quarterly Report on Form
10-Q for the quarter ended April 3, 1999.
(12) Exhibit incorporated by reference to the Company's Quarterly Report on Form
10-Q for the quarter ended July 3, 1999.
(13) Exhibit incorporated by reference to the Company's Quarterly Report on Form
10-Q for the quarter ended October 2, 1999.
(14) Exhibit incorporated by reference to the Company's Quarterly Report on Form
10-Q for the quarter ended July 1, 2000.
(15) Exhibit incorporated by reference to the Company's Quarterly Report on Form
10-Q for the quarter ended September 30, 2000.
(16) Exhibit incorporated by reference to the Company's Annual Report on Form
10-K for the year ended December 30, 2000.
(17) Exhibit incorporated by reference to the Company's Quarterly Report on Form
10-Q for the quarter ended March 31, 2001.
(18) Exhibit incorporated by reference to the Company's Quarterly Report on Form
8-k dated February 19, 2002.
(19) Included as part of the signature page hereof.