SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 12 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 15, 1997
ELECTROMAGNETIC SCIENCES, INC.
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(Exact name of registrant as specified in charter)
Georgia 0-6072 58-1035424
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) No.)
660 Engineering Drive, Norcross, Georgia 30092
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(Address of principal executive offices)
Registrant's telephone number, including area code 770-263-9200
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Item 5. Other Events.
Electromagnetic Sciences, Inc. (the "Company") is filing
this Report on Form 8-K for the purpose of providing a readily
available document, setting forth the following cautionary
statements, that may be referenced pursuant to the "safe harbor"
provisions of the Private Securities Litigation Reform Act of
1995.
In meetings and other conversations with analysts, investors
and investment managers, Company representatives may from time-to-time
make forward-looking statements regarding future events
or the future performance of the Company. Such statements may
concern, among other matters: expectations or perceived
potential for new or existing products or markets; anticipated
technological advances by the Company or its competitors;
anticipated plans for, or emphasis on, product development or
market initiatives; factors believed by the Company to be
important to future financial performance; or the reasonableness
of assumptions used by third parties in preparing projections of
future financial performance.
All such statements by their nature involve a variety of
risks and uncertainties that may cause actual future events or
results to differ materially from those set forth in the forward-looking
statements. Important factors that could cause such
material differences include, without limitation: technological
developments that cause the Company's products to be less
competitive or that modify the approaches that potential
customers use to meet the needs for which the Company's products
are designed; availability of funding for governmental or private
investment in major new defense or communications infrastructure
programs; technical difficulties creating delays and additional
costs for the Company's product development efforts, or in
performing on fixed-price customer contracts; the availability
and retention of skilled technical and program-management
employees; the effects of general economic conditions (including
interest rates and growth in corporate profits) that affect the
timing and magnitude of business investment in products of the
type sold by the Company; international economic conditions and
exchange rate movements affecting foreign markets and local-currency
costs for the Company's products (particularly its
wireless local-area network and PCS/cellular infrastructure
products); activities of the Company's various competitors,
including their technological advances and their pricing and
marketing policies; the strength and timing of end-user
acceptance of new communications services, such as high-data
rate mobile systems, that provide current or potential markets
for the Company's products; the Company's ability to identify and
structure effective relationships with third parties that provide
complementary goods or services, particularly in such new markets
as healthcare and mobile satellite communications, in which the
Company does not have established distribution channels; and the
Company's ability to introduce new products on schedule and
without incurring unexpected sales declines or costs increases
during product transitions.
In addition, the quarterly earnings contributions of certain
of the Company's product areas are heavily dependent on customer
orders or product shipments in the final weeks or days of the
quarter; this factor can create volatility in quarterly results,
and hinders the Company's ability to determine in advance whether
its quarterly earnings will meet prevailing analyst expectations.
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 thereunto duly authorized.
ELECTROMAGNETIC SCIENCES, INC.
Date: October 15, 1997 By: /s/ Don T. Scartz
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Don T. Scartz
Chief Financial Officer