EDAC Edac Technologies Corp. (MM)

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

þ		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 3, 2010

OR

o		TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to                     

Commission file number: 001-33507

EDAC Technologies Corporation

(Exact name of registrant as specified in its charter)

Wisconsin		39-1515599
(State or other jurisdiction of incorporation or organization)		(I.R.S. employer Identification No.)

1806 New Britain Avenue, Farmington, CT 06032

(Address of principal executive offices)

(860) 677-2603

     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 þ No o

     Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o No o

     Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (check one):

Large accelerated filer o		Accelerated filer o		Non-accelerated filer o		Smaller reporting company þ
				(Do not check if a smaller reporting company)

     Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes o No þ .

     On April 27, 2010 there were outstanding 4,844,469 shares of the registrant’s Common Stock, $0.0025 par value per share.

 

 

TABLE OF CONTENTS

PART I FINANCIAL INFORMATION

ITEM 1 FINANCIAL STATEMENTS

EDAC TECHNOLOGIES CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS

		April 3,				January 2,
		2010				2010
(in thousands)		(Unaudited)				(Audited)
ASSETS
CURRENT ASSETS:
Cash		$	766			$	1,100
Accounts receivable (net of allowance for for doubtful accounts of $280 as of April 3, 2010 and $249 as of January 2, 2010)			12,543				10,862
Inventories, net			20,196				19,990
Prepaid expenses and other current assets			556				306
Refundable income taxes			112				112
Deferred income taxes			1,098				1,098
Total current assets			35,271				33,468
PROPERTY, PLANT AND EQUIPMENT, at cost			49,175				48,431
Less: accumulated depreciation			26,623				25,974
			22,552				22,457
OTHER ASSETS			190				202
TOTAL ASSETS		$	58,013			$	56,127

The accompanying notes are an integral part of these condensed consolidated financial statements.

EDAC TECHNOLOGIES CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS

		April 3,				January 2,
		2010				2010
(in thousands)		(Unaudited)				(Audited)
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Lines of credit		$	3,491			$	1,591
Current portion of long-term debt			1,773				1,833
Trade accounts payable			6,405				6,828
Employee compensation and amounts withheld			1,596				1,185
Accrued expenses			2,020				1,819
Customer advances			702				1,028
Total current liabilities			15,988				14,284
LONG-TERM DEBT, less current portion			11,744				12,154
PENSION LIABILITIES			1,521				1,448
DEFERRED INCOME TAXES			4,557				4,475
SHAREHOLDERS’ EQUITY:
Common stock, par value $.0025 per share; issued and outstanding :
4,844,469 on April 3, 2010 and 4,840,803 on January 2, 2010			12				12
Additional paid-in capital			11,342				11,225
Retained earnings			15,145				14,785
			26,499				26,022
Less: accumulated other comprehensive loss			2,296				2,256
Total shareholders’ equity			24,203				23,766
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		$	58,013			$	56,127

The accompanying notes are an integral part of these condensed consolidated financial statements.

EDAC TECHNOLOGIES CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

		For the three months ended
		April 3,				April 4,
(in thousands except per share amounts)		2010				2009
Sales		$	17,787			$	9,584
Cost of Sales			15,646				8,503
Gross Profit			2,141				1,080
Selling, General and Administrative Expenses			1,730				861
Income from Operations			410				219
Non-Operating Income (Expense):
Interest Expense			(226	)			(140	)
Other			360				7
Income before Provision For Income Taxes			544				86
Provision for Income Taxes			184				30
Net Income		$	360			$	56
Income per share data (Note A):
Basic Income Per Common Share		$	0.07			$	0.01
Diluted Income Per Common Share		$	0.07			$	0.01

The accompanying notes are an integral part of these condensed consolidated financial statements.

EDAC TECHNOLOGIES CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)

		For the three months ended
		April 3,				April 4,
(in thousands)		2010				2009
Operating Activities:
Net income		$	360			$	56
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization			661				366
Deferred income taxes			82				10
Gain on acquisition of business			(350	)			—
Gain on sale of property, plant and equipment			—				(5	)
Compensation expense pursuant to stock options			108				55
Provision for doubtful accounts receivable			31				—
Changes in working capital items			(2,271	)			(450	)
Net cash provided by (used in) operating activities			(1,379	)			32
Investing Activities:
Additions to property, plant and equipment			(394	)			(101	)
Equipment deposits			—				(774	)
Proceeds from sales of property, plant and equipment			—				6
Net cash used in investing activities			(394	)			(869	)
Financing Activities:
Increase in lines of credit			1,900				773
Repayments of long-term debt			(470	)			(590	)
Proceeds from exercise of stock options			9				—
Net cash provided by financing activities			1,439				183
Decrease in cash			(334	)			(654	)
Cash at beginning of period			1,100				1,311
Cash at end of period		$	766			$	658
Supplemental Disclosure of Cash Flow Information:
Interest paid		$	226			$	140
Income taxes paid (refunded)			39				(511	)

The accompanying notes are an integral part of these condensed consolidated financial statements.

EDAC TECHNOLOGIES CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
April 3, 2010

NOTE A — ACQUISITION AND BASIS OF PRESENTATION

ACQUISITION

On May 27, 2009, the Company acquired substantially all of the assets and certain liabilities of MTU Aero Engines North America, Inc.’s Manufacturing Business Unit (“AENA”). This business is hereinafter referred to as “AERO”. The acquisition was accounted for under the purchase method of accounting with the assets and liabilities acquired recorded at their fair values at the date of acquisition. The results of operations of the acquired business have been included in the Company’s operating results beginning as of the effective date of the acquisition.

The unaudited pro forma consolidated financial information for the three months ended April 4, 2009, as though the acquisition had been completed at the beginning of that period, and excluding the gain on acquisition are as follows (all amounts in thousands except per share amounts):

		For the Three Months Ended
		April 4, 2009
Sales		$	15,411
Net income		$	150
Basic income per share		$	0.03
Diluted income per share		$	0.03

BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles (“GAAP”) for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals and adjustments to previously established loss provisions) considered necessary for a fair presentation have been included. Operating results for the three month period ended April 3, 2010 are not necessarily indicative of the results that may be expected for the year ending January 1, 2011. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s annual report on Form 10-K for the fiscal year ended January 2, 2010.

Inventories: Inventories are stated at the lower of cost (first-in, first-out method) or market. The Company has specifically identified certain inventory as obsolete or slow-moving and has provided a full reserve for these parts. As of April 3, 2010 and January 2, 2010, inventories consisted of the following (all amounts in thousands):

		April 3, 2010				January 2, 2010
Raw materials		$	2,453			$	2,519
Work-in-progress			16,172				15,891
Finished goods			2,226				2,235
			20,851				20,645
Less: reserve for excess and obsolete			(655	)			(655	)
Inventories, net		$	20,196			$	19,990

Income per share: The number of shares used in the income per common share computations for the three month periods ended April 3, 2010 and April 4, 2009 are as follows:

		April 3,				April 4,
		2010				2009
Basic:
Weighted average common shares outstanding			4,842				4,825
Diluted:
Dilutive effect of stock options			116				36
Weighted average shares diluted			4,958				4,861
Options excluded since anti—dilutive			575				425

Comprehensive Income (Loss): Comprehensive income (loss) for the three months ended April 3, 2010 consisted of unrealized losses on established cash flow hedges. Comprehensive income is the same as net income for the three month periods April 4, 2009, since the valuation used in connection with determining the amount of the change in the Company’s unfunded pension liability is determined only at the end of the year.

Recently Adopted Accounting Standards: In June 2009, the FASB issued guidance under FASB ASC 860-20, Sales of Financial Assets . The guidance removes the concept of a qualifying special-purpose entity and establishes a new “participating interest” definition that must be met for transfers of portions of financial assets to be eligible for sale accounting, clarifies and amends the derecognition criteria for a transfer to be accounted for as a sale, and changes the amount that can be recognized as a gain or loss on a transfer accounted for as a sale when beneficial interests are received by the transferor. Enhanced disclosures are also required to provide information about transfers of financial assets and a transferor’s continuing involvement with transferred financial assets. This statement must be applied as of the beginning of an entity’s first annual reporting period that begins after November 15, 2009, for interim periods within that first annual reporting period, and for interim and annual reporting periods thereafter. The adoption of ASC 860-20 had no effect on our consolidated financial statements.

In June 2009, the FASB issued guidance under FASB ASC 810, Consolidation of Variable Interest Entities . The guidance amends previous accounting related to the Consolidation of Variable Interest Entities to require an

enterprise to qualitatively assess the determination of the primary beneficiary of a variable interest entity (VIE) based on whether the entity (1) has the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and (2) has the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the VIE. Also, ASC 810 requires an ongoing reconsideration of the primary beneficiary, and amends the events that trigger a reassessment of whether an entity is a VIE. Enhanced disclosures are also required to provide information about an enterprise’s involvement in a VIE. This statement will be effective as of the beginning of each reporting entity’s first annual reporting period that begins after November 15, 2009, for interim periods within that first annual reporting period, and for interim and annual reporting periods thereafter. Earlier application is prohibited. The adoption of ASC 810 had no effect on our consolidated financial statements.

Accounting Pronouncements Not Yet Adopted: In October 2009, the FASB issued ASU No. 2009-13, “Multiple-Deliverable Revenue Arrangements.” This ASU establishes the accounting and reporting guidance for arrangements including multiple revenue-generating activities. This ASU provides amendments to the criteria for separating deliverables, measuring and allocating arrangement consideration to one or more units of accounting. The amendments in this ASU also establish a selling price hierarchy for determining the selling price of a deliverable. Significantly enhanced disclosures are also required to provide information about a vendor’s multiple-deliverable revenue arrangements, including information about the nature and terms, significant deliverables, and its performance within arrangements. The amendments also require providing information about the significant judgments made and changes to those judgments and about how the application of the relative selling-price method affects the timing or amount of revenue recognition. The amendments in this ASU are effective prospectively for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010. Early application is permitted. The Company is currently evaluating this new ASU.

NOTE B — FINANCING ARRANGEMENTS

Notes payable and long-term debt consist of the following (all amounts in thousands):

		April 3, 2010				January 2, 2010
Lines of credit		$	3,491			$	1,591
Term notes			8,049				8,420
Mortgage loans			5,422				5,475
Capital lease obligations			46				92
			17,008				15,578
Less — equipment line of credit			1,391				1,391
Less — revolving line of credit			2,100				200
Less — current portion of long-term debt			1,773				1,833
		$	11,744			$	12,154

The Company’s credit facility with TD Bank, N.A. includes a revolving line of credit, which provides for borrowing up to $5,000, limited to an amount determined by a formula based on percentages of receivables and inventory. The revolving line of credit is payable on demand and is reviewed annually as of July 31, with renewal at the bank’s discretion.

As of April 3, 2010, $2,100 and $1,391 were outstanding on the revolving line of credit and the equipment line of credit, respectively with $2,900 and $3,309 available for additional borrowings on the revolving line of credit and the equipment line of credit, respectively.

NOTE C — INTEREST RATE SWAPS

Simultaneous with the AERO acquisition, the Company entered into two pay-fixed, receive-variable interest rate swaps to reduce exposure to changes in interest rates on certain senior long-term notes payable that were entered into on the date of the AERO acquisition. Both relationships are designated as cash flow hedges and meet the criteria for the shortcut method for assessing hedge effectiveness; therefore, the hedge is considered to be 100% effective and all changes in the fair value of the interest rate swaps are recorded in consolidated accumulated other comprehensive income. These changes in fair value must be reclassified in whole or in part from consolidated accumulated other comprehensive income into earnings if, and when, a comparison of the swaps and the related hedged cash flows demonstrates that the shortcut method is no longer applicable. The Company expects these hedges to meet the criteria of the shortcut method for the duration of the hedging relationship and therefore, it does not expect to reclassify any portion of any unrealized income from consolidated accumulated other comprehensive income to earnings until expiration of the hedge terms.

NOTE D — DEFINED BENEFIT PENSION PLAN

The following table sets forth the components of net periodic benefit cost (all amounts in thousands):

		For the quarter ended
		April 3,				April 4,
		2010				2009
Components of net periodic benefit cost:
Interest cost		$	79			$	82
Expected return on plan assets			(71	)			(62	)
Amortization of acturial loss			30				33
Net periodic pension expense		$	38			$	53

The Company made no contributions to the plan for the three month periods ended April 3, 2010 and April 4, 2009.

NOTE E — INCOME TAXES

The provision for income taxes is as follows (all amounts in thousands):

		For the quarter ended
		April 3,				April 4,
		2010				2009
Current provision		$	82			$	20
Deferred			102				10
Total provision		$	184			$	30

The income tax provisions for the three month periods ended April 3, 2010 and April 4, 2009 were calculated using effective tax rates of 33.8% and 34.9%, respectively on ordinary income.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Sales.

The Company’s sales increased $8,203 or 85.6%, for the three month period ended April 3, 2010, as compared to the three month period ended April 4, 2009. Sales increases by product line for the three month period ended April 3, 2010 compared to the three month period ended April 4, 2009 were as follows (in thousands):

		For the quarter ended
		April 3,				April 4,
Product Line		2010				2009				Change
EDAC Aero		$	12,554			$	5,186			$	7,368
Apex Machine Tool			3,987				3,851				136
Gros-Ite Spindles			1,246				547				699
Total		$	17,787			$	9,584			$	8,203

Sales for the EDAC Aero product line increased $7,368, or 142.1%, for the three month period ended April 3, 2010, as compared to the three month period ended April 4, 2009. The increase was due primarily to the Company’s May 27, 2009 acquisition of AERO which contributed $6,280 for the three month period ended April 3, 2010. Additionally, shipments of certain jet engine parts to our major aerospace customers increased slightly.

Sales for the Apex Machine Tool product line increased $136, or 3.5% for the three month period ended April 3, 2010, as compared to the three

month period ended April 4, 2009 due to the addition of new customers during the quarter.

Sales for the Gros-Ite Spindles product line increased $699, or 127.8%, for the three month period ended April 3, 2010 as compared to the three month period ended April 4, 2009 due primarily to the Company’s August 10, 2009 acquisition of Service Network Incorporated (“SNI”) which contributed $386 for the three month period ended April 3, 2010. The Company believes based on indications from its customers, that demand for both new spindles and the repair of spindles will continue to improve for the remainder of 2010.

As of April 3, 2010, the Company’s total sales backlog was approximately $136,100 compared to $53,400, as of April 4, 2009. Backlog consists of accepted purchase orders and long-term contracts that are cancelable by the customer without penalty, except for payment of costs incurred. The Company presently expects to complete approximately $46,100 of its April 3, 2010 backlog during the remainder of the 2010 fiscal year. The remaining $90,000 of backlog is deliverable in fiscal year 2011 and beyond. The increase in backlog was mainly due to the acquisition of AERO.

Sales to the Company’s principal markets are as follows (in thousands):

		For the quarter ended
		April 3,				April 4,
		2010				2009
Aerospace customers		$	13,597			$	6,948
Other			4,190				2,636
Total		$	17,787			$	9,584

Sales to aerospace customers increased $6,649, or 95.7%, for the three month period ended April 3, 2010, as compared to the three month period ended April 4, 2009, due to the inclusion of the sales of the Company’s AERO acquisition commencing on May 27, 2009. This was partially offset by the decrease in shipments of tooling and fixtures.

Cost of Sales. Cost of sales as a percentage of sales decreased to 88.0% from 88.7%, for the three month period ended April 3, 2010, compared to the three month period ended April 4, 2009. The decrease was due primarily to the acquisition of Aero and sales levels increasing more than manufacturing costs due to the fixed element or semi-variable element of certain manufacturing costs.

Selling, General & Administrative Expenses. Selling, general and administrative expenses increased approximately $869, or 100.9%, for the three month period ended April 3, 2010, compared to the three month period ended April 4, 2009. The increase was mainly the result of additional costs associated with AERO.

Interest Expense. Interest expense increased approximately $86, or 61.4%, for the three month period ended April 3, 2010, compared to the three month period ended April 4, 2009. The increase was due to increased borrowing levels associated with the acquisition of AERO.

Other Income. The Company recognized an additional gain in the amount of $350 from the recognition of a deposit on an equipment purchase made by AERO prior to its acquisition.

Income Taxes. The income tax provision for the three month period ended April 3, 2010, was calculated using an effective tax rate of 33.8% applied to ordinary income. The income tax provision for the three month period ended April 4, 2009, was calculated using effective tax rate of 34.9%.

Liquidity and Capital Resources.

Cash Flow from Operating Activities

		Three Months Ended
		April 3,				April 4,
		2010				2009
Net cash flows (used in) provided by operating activities:			($1,379	)		$	32

Impacting cash flow for the first three months of 2010 was cash used by working capital items in the amount of $2,271, and consisted primarily of increases in accounts receivable and inventory of $1,681 and $206, respectively, due to the increase in sales and backlog for the quarter.

Cash Flow from Investing Activities

		Three Months Ended
		April 3,				April 4,
		2010				2009
Net cash flows used in investing activities:		$	394			$	869

Cash used in investing activities reflects expenditures primarily for machinery and equipment to increase machining capacity. Total capital expenditures for the remainder of the current fiscal year are targeted at $3,000 to $4,000.

Cash Flow from Financing Activities

		Three Months Ended
		April 3,				April 4,
		2010				2009
Net cash flows provided by financing activities:		$	1,439			$	183

During the three months ended April 3, 2010, payments of $470 against term debt were offset by borrowings on the revolving line of credit totaling $1,900. Amounts advanced on the equipment line of credit will convert to a term note on July 31, 2010, unless converted earlier at the option of the Company.

The Company’s credit facility with TD Bank, N.A. includes a revolving line of credit, which provides for borrowing up to $5 million, limited to an amount determined by a formula based on percentages of receivables and inventory. Although payable on demand, the revolving line of credit is reviewed annually by the bank and renewed at its discretion. Last renewed on May 27, 2009, the bank is currently in the process of renewing the Company’s revolving line of credit.

As of April 3 2010, $2,100 and $1,391 were outstanding on the revolving line of credit and the equipment line of credit, respectively with $2,900 and $3,309 available for additional borrowings on the revolving line of credit and the equipment line of credit, respectively.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Preparation of the Company’s consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Management’s Discussion and Analysis and Note A to the Consolidated Financial Statements in the Company’s Annual Report, incorporated by reference in Form 10-K for the Company’s fiscal year 2009, describe the significant accounting policies used in preparation of the Consolidated Financial Statements. Actual results in these areas could differ from management’s estimates.

Accounts receivable- The Company evaluates its allowance for doubtful accounts by considering the age of each invoice, the financial strength of the customer, the customer’s past payment record and subsequent payments.

Inventories— The Company has specifically identified certain inventory as obsolete or slow-moving and provided a full reserve for these parts. The assumption is that these parts may not be sold. The assumptions and the resulting reserve have been accurate in the past, and are not likely to change materially in the future.

Share-based compensation — Share-based compensation cost is measured at the grant date, based on the calculated fair value of the award, and is recognized as an expense over the employee’s requisite service period (generally the vesting period of the equity grant). The Company estimates the fair value of stock options using the Black-Scholes valuation model. Key input assumptions used to estimate the fair value of stock options include the expected option term, the expected volatility of the Company’s stock over the option’s expected term, the risk-free interest rate over the option’s expected term, and the Company’s expected annual dividend yield. The Company believes that the valuation technique and the approach utilized to develop the underlying assumptions are appropriate in calculating the fair values of the Company’s stock options. Estimates of fair value are not intended to predict actual future events or the value ultimately realized by persons who receive equity awards.

Pension— The Company maintains a defined benefit pension plan. Assumptions used in accounting for the plan include the discount rate and expected rate of return on plan assets. The assumptions are determined based on appropriate market indicators and are evaluated each year as of the Plan’s measurement date. A change in either of these assumptions would have an effect on the Company’s net periodic benefit cost.

Income Taxes — The Company recognizes deferred tax assets when, based upon available evidence, realization is more likely than not.

All statements other than historical statements contained in this Form 10-Q 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 agreements, statements about the Company’s backlog, statements about the Company’s action to improve operating performance, and other statements herein that are not of an 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 changes in customer delivery schedules; 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 adequacy of the Company’s revolving credit facility and other sources of capital; and other factors discussed in the Company’s annual report on Form 10-K for the fiscal year ended January 2, 2010. 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.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not required under Regulation S-K for “smaller reporting companies”.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of disclosure and procedures

The Company’s management, with the participation of the Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of April 3, 2010 and, based on this evaluation, concluded that the Company’s disclosure controls and procedures are functioning in an effective manner in that they provide reasonable assurance that the information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms.

Changes in internal control over financial reporting

No changes in the Company’s internal control over financial reporting occurred during the three months ended April 3, 2010, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II — OTHER INFORMATION

ITEM 6. EXHIBITS

3.1*		EDAC’s Amended and Restated Articles of Incorporation
3.2*		Articles of Amendment to EDAC’s Amended and Restated Articles of Incorporation.
3.3*		EDAC’s Amended and Restated By-laws .
31.1		Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.
31.2		Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.
32.1		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934, as amended.

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.

EXHIBIT INDEX

NUMBER		DESCRIPTION
3.1		EDAC’s Amended and Restated Articles of Incorporation (1)
3.2		Articles of Amendment to EDAC’s Amended and Restated Articles of Incorporation. (2)
3.3		EDAC’s Amended and Restated By-laws (3)
31.1*		Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.
31.2*		Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.
32.1*		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934, as amended.

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