1 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 24, 1997 REGISTRATION NO. 333-13499 ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------ AMENDMENT NO. 5 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ------------------------ SIMULA, INC. ARIZONA 86-0320129 SIMULA HOLDINGS, INC. ARIZONA 86-0846951 SIMULA GOVERNMENT PRODUCTS, INC. ARIZONA 86-0742551 SIMULA TECHNOLOGIES, INC. ARIZONA 86-0842935 SAFETY EQUIPMENT, INC. ARIZONA 86-0505970 SEDONA SCIENTIFIC, INC. ARIZONA 86-0778600 INTERNATIONAL CENTER FOR SAFETY EDUCATION, ARIZONA 86-0787589 INC. SIMULA TRANSPORTATION EQUIPMENT CORPORATION ARIZONA 86-0742552 AIRLINE INTERIORS, INC. ARIZONA 86-0768865 COACH AND CAR EQUIPMENT CORPORATION ARIZONA 86-0763929 ARTCRAFT INDUSTRIES CORP. ARIZONA 86-0772587 INTAERO, LTD. ARIZONA PENDING SIMULA AUTOMOTIVE SAFETY DEVICES, INC. ARIZONA 86-0789385 VIATECH, INC. DELAWARE 86-0763930 (Exact name of Registrant (State of Incorporation) (I.R.S. Employer as specified in charter) Identification No.) ------------------------ 2700 NORTH CENTRAL AVENUE, SUITE 1000 BRADLEY P. FORST, ESQ. PHOENIX, ARIZONA 85004 VICE PRESIDENT AND GENERAL COUNSEL (602) 631-4005 2700 NORTH CENTRAL AVENUE, SUITE 1000 (Address, including zip code, and telephone number, PHOENIX, ARIZONA 85004 including area code, of Registrant's principal executive (602) 631-4005 offices) (Name, address including zip code, and telephone number, including area code, of agent for service) with copies to: CHRISTIAN J. HOFFMANN, III, ESQ. ROBERT S. KANT, ESQ. STREICH LANG, P.A. MICHELLE S. MONSEREZ, ESQ. RENAISSANCE ONE O'CONNOR, CAVANAGH, ANDERSON, TWO NORTH CENTRAL AVENUE KILLINGSWORTH & BESHEARS, P.A. PHOENIX, ARIZONA 85004-2391 ONE EAST CAMELBACK ROAD, SUITE 1100 (602) 229-5200 PHOENIX, ARIZONA 85012-1656 (602) 263-2400 APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: As soon as practicable after this Registration Statement becomes effective. If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. [ ] CALCULATION OF REGISTRATION FEE - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- PROPOSED TITLE OF EACH CLASS AMOUNT TO BE MAXIMUM AGGREGATE AMOUNT OF OF SECURITIES TO BE REGISTERED REGISTERED(1) OFFERING PRICE REGISTRATION FEE - ---------------------------------------------------------------------------------------------------------------------------------- % Senior Subordinated Convertible Notes............... $34,500,000 $34,500,000 $11,896 - ---------------------------------------------------------------------------------------------------------------------------------- Common Stock, par value $.01 per share(2)................. 2,300,000 shares -- (4) - ---------------------------------------------------------------------------------------------------------------------------------- Subsidiary Guarantees(5).................................. (6) (5) ================================================================================================================================== (1) Includes $ aggregate principal amount that may be purchased pursuant to the Underwriters' over-allotment option. (2) This number is estimated on the date of this Registration Statement. The actual number of shares of Common Stock issuable upon conversion will be determined by the Conversion Price on the date this Registration Statement becomes effective. (3) Estimated solely for purposes of calculating the registration fee. (4) The shares of Common Stock being registered hereby are issuable upon conversion of % Senior Subordinated Convertible Notes. Accordingly, no additional filing fee is required pursuant to Rule 457(i) under the Securities Act of 1933. (5) Simula Holdings, Inc., Simula Government Products, Inc., Simula Technologies, Inc., Safety Equipment, Inc., Sedona Scientific, Inc., International Center for Safety Education, Inc., Simula Transportation Equipment Corporation, Airline Interiors, Inc., Coach and Car Equipment Corporation, Artcraft Industries Corp., Intaero, Ltd., Simula Automotive Safety Devices, Inc., and ViaTech, Inc. are all wholly-owned subsidiaries of Simula, Inc. and each is registering guarantees of payment of principal, premium, if any, and interest on the % Senior Subordinated Convertible Notes registered hereby. Pursuant to Rule 457(n) under the Securities Act of 1933, no registration fee is required with respect to the Subsidiary Guarantees. (6) No separate consideration will be received from the purchasers of the % Senior Subordinated Notes with respect to the Subsidiary Guarantees. ------------------------ THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT SHALL FILE A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION STATEMENT SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(a) OF THE SECURITIES ACT OF 1933 OR UNTIL THIS REGISTRATION STATEMENT SHALL BECOME EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO SAID SECTION 8(a), MAY DETERMINE. ================================================================================ 2 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Phoenix, State of Arizona on April 24, 1997. SIMULA, INC. By /s/ DONALD W. TOWNSEND ------------------------------------ Donald W. Townsend, President Pursuant to the requirements of the Securities Act of 1933, the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE AND TITLE DATE - -------------------------------------------- -------------------------------------------- /s/ DONALD W. TOWNSEND April 24, 1997 - -------------------------------------------- Donald W. Townsend, President, Chief Operating Officer, and Director /s/ BRADLEY P. FORST April 24, 1997 - -------------------------------------------- Bradley P. Forst, Vice President, General Counsel, Secretary and Director /s/ SEAN K. NOLEN April 24, 1997 - -------------------------------------------- Sean K. Nolen, Vice President, Treasurer, Chief Financial Officer, and Director * April 24, 1997 - -------------------------------------------- Stanley P. Desjardins, Chairman * April 24, 1997 - -------------------------------------------- James C. Withers, Director * April 24, 1997 - -------------------------------------------- Robert D. Olliver, Director * April 24, 1997 - -------------------------------------------- Scott E. Miller, Director *By: /s/ BRADLEY P. FORST April 24, 1997 --------------------------------------- Bradley P. Forst, Attorney-in-Fact II-6 3 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Phoenix, State of Arizona on April 24, 1997. SIMULA HOLDINGS, INC. By /s/ STANLEY P. DESJARDINS ------------------------------------ Stanley R. Desjardins, President POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Bradley P. Forst or Sean K. Nolen, or either of them, as his attorney-in-fact, each with full power of substitution, for him in any and all capacities, to sign any and all amendments to this Registration Statement, including post-effective amendments and any and all new registration statements filed pursuant to Rule 462 under the Securities Act in connection with or related to the offering contemplated by this Registration Statement, as amended, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each said attorney-in-fact or his substitute or substitutes may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE AND TITLE DATE - -------------------------------------------- -------------------------------------------- /s/ STANLEY P. DESJARDINS April 24, 1997 - -------------------------------------------- Stanley P. Desjardins, President, and Director /s/ BRADLEY P. FORST April 24, 1997 - -------------------------------------------- Bradley P. Forst, Assistant Secretary and Director /s/ SEAN K. NOLEN April 24, 1997 - -------------------------------------------- Sean K. Nolen, Secretary, Treasurer and Director /s/ DONALD W. TOWNSEND April 24, 1997 - -------------------------------------------- Donald W. Townsend, Director II-7 4 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Phoenix, State of Arizona on April 24, 1997. SIMULA GOVERNMENT PRODUCTS, INC. By /s/ STANLEY P. DESJARDINS ------------------------------------ Stanley P. Desjardins, President POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Bradley P. Forst or Sean K. Nolen, or either of them, as his attorney-in-fact, each with full power of substitution, for him in any and all capacities, to sign any and all amendments to this Registration Statement, including post-effective amendments and any and all new registration statements filed pursuant to Rule 462 under the Securities Act in connection with or related to the offering contemplated by this Registration Statement, as amended, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each said attorney-in-fact or his substitute or substitutes may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE AND TITLE DATE - -------------------------------------------- -------------------------------------------- /s/ STANLEY P. DESJARDINS April 24, 1997 - -------------------------------------------- Stanley P. Desjardins, President, Chief Operating Officer, and Director /s/ MIKE HAERLE April 24, 1997 - -------------------------------------------- Mike Haerle, Secretary and Tresurer, and Chief Financial Officer /s/ BRADLEY P. FORST April 24, 1997 - -------------------------------------------- Bradley P. Forst, Assistant Secretary /s/ SEAN K. NOLEN April 24, 1997 - -------------------------------------------- Sean K. Nolen, Assistant Treasurer /s/ DONALD W. TOWNSEND April 24, 1997 - -------------------------------------------- Donald W. Townsend, Director II-8 5 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Phoenix, State of Arizona on April 24, 1997. SIMULA TECHNOLOGIES, INC. By /s/ JOSEPH COLTMAN ------------------------------------ Joseph Coltman, President POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Bradley P. Forst or Sean K. Nolen, or either of them, as his attorney-in-fact, each with full power of substitution, for him in any and all capacities, to sign any and all amendments to this Registration Statement, including post-effective amendments and any and all new registration statements filed pursuant to Rule 462 under the Securities Act in connection with or related to the offering contemplated by this Registration Statement, as amended, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each said attorney-in-fact or his substitute or substitutes may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE AND TITLE DATE - -------------------------------------------- -------------------------------------------- /s/ JOSEPH COLTMAN April 24, 1997 - -------------------------------------------- Joseph Coltman, President and Director /s/ BRADLEY P. FORST April 24, 1997 - -------------------------------------------- Bradley P. Forst, Assistant Secretary and Director /s/ SEAN K. NOLEN April 24, 1997 - -------------------------------------------- Sean K. Nolen, Secretary, Treasurer and Director /s/ STANLEY P. DESJARDINS April 24, 1997 - -------------------------------------------- Stanley P. Desjardins, Director /s/ DONALD W. TOWNSEND April 24, 1997 - -------------------------------------------- Donald Townsend, Director II-9 6 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Phoenix, State of Arizona on April 24, 1997. SAFETY EQUIPMENT, INC. (SEI) By /s/ STANLEY P. DESJARDINS ------------------------------------ Stanley P. Desjardins, President POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Bradley P. Forst or Sean K. Nolen, or either of them, as his attorney-in-fact, each with full power of substitution, for him in any and all capacities, to sign any and all amendments to this Registration Statement, including post-effective amendments and any and all new registration statements filed pursuant to Rule 462 under the Securities Act in connection with or related to the offering contemplated by this Registration Statement, as amended, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each said attorney-in-fact or his substitute or substitutes may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE AND TITLE DATE - -------------------------------------------- -------------------------------------------- /s/ STANLEY P. DESJARDINS April 24, 1997 - -------------------------------------------- Stanley P. Desjardins, President and Director /s/ BARRY SHOPE April 24, 1997 - -------------------------------------------- Barry Shope, Secretary and Director /s/ BRADLEY P. FORST April 24, 1997 - -------------------------------------------- Bradley P. Forst, Assistant Secretary /s/ SEAN K. NOLEN April 24, 1997 - -------------------------------------------- Sean K. Nolen, Treasurer /s/ DONALD W. TOWNSEND APRIL 24, 1997 - -------------------------------------------- DONALD W. TOWNSEND, DIRECTOR II-10 7 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Phoenix, State of Arizona on April 24, 1997. SEDONA SCIENTIFIC, INC. By /s/ VERN DORRELL ------------------------------------ Vern Dorrell, President POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Bradley P. Forst or Sean K. Nolen, or either of them, as his attorney-in-fact, each with full power of substitution, for him in any and all capacities, to sign any and all amendments to this Registration Statement, including post-effective amendments and any and all new registration statements filed pursuant to Rule 462 under the Securities Act in connection with or related to the offering contemplated by this Registration Statement, as amended, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each said attorney-in-fact or his substitute or substitutes may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE AND TITLE DATE - -------------------------------------------- -------------------------------------------- /s/ VERN DORRELL April 24, 1997 - -------------------------------------------- Vern Dorrell, President and Director /s/ BRADLEY P. FORST April 24, 1997 - -------------------------------------------- Bradley P. Forst, Assistant Secretary /s/ SEAN K. NOLEN April 24, 1997 - -------------------------------------------- Sean K. Nolen, Treasurer /s/ DONALD W. TOWNSEND April 24, 1997 - -------------------------------------------- Donald W. Townsend, Director /s/ RANDALL TAYLOR April 24, 1997 - -------------------------------------------- Randall Taylor, Director II-11 8 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Phoenix, State of Arizona on April 24, 1997. INTERNATIONAL CENTER FOR SAFETY EDUCATION By /s/ STANLEY P. DESJARDINS ------------------------------------ Stanley P. Desjardins, President POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Bradley P. Forst or Sean K. Nolen, or either of them, as his attorney-in-fact, each with full power of substitution, for him in any and all capacities, to sign any and all amendments to this Registration Statement, including post-effective amendments and any and all new registration statements filed pursuant to Rule 462 under the Securities Act in connection with or related to the offering contemplated by this Registration Statement, as amended, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each said attorney-in-fact or his substitute or substitutes may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE AND TITLE DATE - -------------------------------------------- -------------------------------------------- /s/ STANLEY P. DESJARDINS April 24, 1997 - -------------------------------------------- Stanley P. Desjardins, President and Director /s/ BRADLEY P. FORST April 24, 1997 - -------------------------------------------- Bradley P. Forst, Secretary /s/ SEAN K. NOLEN April 24, 1997 - -------------------------------------------- Sean K. Nolen, Treasurer /s/ DONALD W. TOWNSEND April 24, 1997 - -------------------------------------------- Donald W. Townsend, Director II-12 9 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Phoenix, State of Arizona on April 24, 1997. SIMULA TRANSPORTATION EQUIPMENT CORPORATION By /s/ DONALD RUTTER ------------------------------------ Donald Rutter, President POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Bradley P. Forst or Sean K. Nolen, or either of them, as his attorney-in-fact, each with full power of substitution, for him in any and all capacities, to sign any and all amendments to this Registration Statement, including post-effective amendments and any and all new registration statements filed pursuant to Rule 462 under the Securities Act in connection with or related to the offering contemplated by this Registration Statement, as amended, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each said attorney-in-fact or his substitute or substitutes may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE AND TITLE DATE - -------------------------------------------- -------------------------------------------- /s/ DONALD RUTTER April 24, 1997 - -------------------------------------------- Donald Rutter, President and Director /s/ INAM KHAN April 24, 1997 - -------------------------------------------- Inam Khan, Secretary, Treasurer /s/ BRADLEY P. FORST April 24, 1997 - -------------------------------------------- Bradley P. Forst, Assistant Secretary and Director /s/ SEAN K. NOLEN April 24, 1997 - -------------------------------------------- Sean K. Nolen, Vice President, Assistant Treasurer /s/ DONALD W. TOWNSEND April 24, 1997 - -------------------------------------------- Donald W. Townsend, Director II-13 10 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Phoenix, State of Arizona on April 24, 1997. AIRLINE INTERIORS, INC. By /s/ WILLIAM BEASLEY ------------------------------------ William Beasley, President POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Bradley P. Forst or Sean K. Nolen, or either of them, as his attorney-in-fact, each with full power of substitution, for him in any and all capacities, to sign any and all amendments to this Registration Statement, including post-effective amendments and any and all new registration statements filed pursuant to Rule 462 under the Securities Act in connection with or related to the offering contemplated by this Registration Statement, as amended, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each said attorney-in-fact or his substitute or substitutes may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE AND TITLE DATE - -------------------------------------------- -------------------------------------------- /s/ WILLIAM BEASLEY April 24, 1997 - -------------------------------------------- William Beasley, Chief Operating Officer and Director /s/ BRUCE MERATI April 24, 1997 - -------------------------------------------- Bruce Merati, Secretary, Treasurer /s/ BRADLEY P. FORST April 24, 1997 - -------------------------------------------- Bradley P. Forst, Assistant Secretary /s/ SEAN K. NOLEN April 24, 1997 - -------------------------------------------- Sean K. Nolen, Assistant Treasurer /s/ DONALD RUTTER April 24, 1997 - -------------------------------------------- Donald Rutter, Director /s/ RANDALL TAYLOR APRIL 24, 1997 - -------------------------------------------- RANDALL TAYLOR, DIRECTOR II-14 11 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Phoenix, State of Arizona on April 24, 1997. COACH & CAR EQUIPMENT CORPORATION By /s/ EUGENE GERMAINE ------------------------------------ Eugene Germaine, President POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Bradley P. Forst or Sean K. Nolen, or either of them, as his attorney-in-fact, each with full power of substitution, for him in any and all capacities, to sign any and all amendments to this Registration Statement, including post-effective amendments and any and all new registration statements filed pursuant to Rule 462 under the Securities Act in connection with or related to the offering contemplated by this Registration Statement, as amended, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each said attorney-in-fact or his substitute or substitutes may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE AND TITLE DATE - -------------------------------------------- -------------------------------------------- /s/ EUGENE GERMAINE April 24, 1997 - -------------------------------------------- Eugene Germaine, President and Secretary /s/ BRADLEY P. FORST April 24, 1997 - -------------------------------------------- Bradley P. Forst, Assistant Secretary /s/ SEAN K. NOLEN April 24, 1997 - -------------------------------------------- Sean K. Nolen, Treasurer /s/ DONALD RUTTER April 24, 1997 - -------------------------------------------- Donald Rutter, Director /s/ RANDALL TAYLOR April 24, 1997 - -------------------------------------------- Randall Taylor, Director /s/ DONALD W. TOWNSEND April 24, 1997 - -------------------------------------------- Donald W. Townsend, Director II-15 12 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Phoenix, State of Arizona on April 24, 1997. AIRCRAFT INDUSTRIES CORPORATION By /s/ DONALD RUTTER ------------------------------------ Donald Rutter, President POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Bradley P. Forst or Sean K. Nolen, or either of them, as his attorney-in-fact, each with full power of substitution, for him in any and all capacities, to sign any and all amendments to this Registration Statement, including post-effective amendments and any and all new registration statements filed pursuant to Rule 462 under the Securities Act in connection with or related to the offering contemplated by this Registration Statement, as amended, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each said attorney-in-fact or his substitute or substitutes may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE AND TITLE DATE - -------------------------------------------- -------------------------------------------- /s/ DONALD RUTTER April 24, 1997 - -------------------------------------------- Donald Rutter, Chief Operating Officer and Director /s/ CAROL SANCHEZ April 24, 1997 - -------------------------------------------- Carol Sanchez, Secretary, Treasurer /s/ JOSEPH APPELMAN April 24, 1997 - -------------------------------------------- Joseph Appelman, General Manager /s/ BRADLEY P. FORST April 24, 1997 - -------------------------------------------- Bradley P. Forst, Assistant Secretary /s/ SEAN K. NOLEN April 24, 1997 - -------------------------------------------- Sean K. Nolen, Assistant Treasurer and Director /s/ DONALD W. TOWNSEND April 24, 1997 - -------------------------------------------- Donald W. Townsend, Director II-16 13 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Phoenix, State of Arizona on April 24, 1997. INTAERO, LTD. By /s/ DONALD RUTTER ------------------------------------ Donald Rutter, President POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Bradley P. Forst or Sean K. Nolen, or either of them, as his attorney-in-fact, each with full power of substitution, for him in any and all capacities, to sign any and all amendments to this Registration Statement, including post-effective amendments and any and all new registration statements filed pursuant to Rule 462 under the Securities Act in connection with or related to the offering contemplated by this Registration Statement, as amended, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each said attorney-in-fact or his substitute or substitutes may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE AND TITLE DATE - -------------------------------------------- -------------------------------------------- /s/ DONALD RUTTER April 24, 1997 - -------------------------------------------- Donald Rutter, President and Director /s/ INAM KHAN April 24, 1997 - -------------------------------------------- Inam Khan, Secretary, Treasurer /s/ JAMES CAIN April 24, 1997 - -------------------------------------------- James Cain, General Manager /s/ BRADLEY P. FORST April 24, 1997 - -------------------------------------------- Bradley P. Forst, Assistant Secretary and Director /s/ SEAN K. NOLEN April 24, 1997 - -------------------------------------------- Sean K. Nolen, Assistant Treasurer and Director /s/ DONALD W. TOWNSEND April 24, 1997 - -------------------------------------------- Donald W. Townsend, Director II-17 14 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Phoenix, State of Arizona on April 24, 1997. VIATECH, INC. By /s/ HARRY JONES ------------------------------------ Harry Jones, President POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Bradley P. Forst or Sean K. Nolen, or either of them, as his attorney-in-fact, each with full power of substitution, for him in any and all capacities, to sign any and all amendments to this Registration Statement, including post-effective amendments and any and all new registration statements filed pursuant to Rule 462 under the Securities Act in connection with or related to the offering contemplated by this Registration Statement, as amended, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each said attorney-in-fact or his substitute or substitutes may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE AND TITLE DATE - -------------------------------------------- -------------------------------------------- /s/ HARRY JONES April 24, 1997 - -------------------------------------------- Harry Jones, President, and Chief Operating Officer /s/ DONALD W. TOWNSEND April 24, 1997 - -------------------------------------------- Donald W. Townsend, Secretary, Treasurer and Director /s/ BRADLEY P. FORST April 24, 1997 - -------------------------------------------- Bradley P. Forst, Assistant Secretary /s/ SEAN K. NOLEN April 24, 1997 - -------------------------------------------- Sean K. Nolen, Assistant Treasurer /s/ STANLEY P. DESJARDINS April 24, 1997 - -------------------------------------------- Stanley P. Desjardins, Director II-18 15 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Phoenix, State of Arizona on April 24, 1997. SIMULA AUTOMOTIVE SAFETY DEVICES (ASD-Simula), INC. By /s/ JAMES SAUNDERS ------------------------------------ James Saunders, President POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Bradley P. Forst or Sean K. Nolen, or either of them, as his attorney-in-fact, each with full power of substitution, for him in any and all capacities, to sign any and all amendments to this Registration Statement, including post-effective amendments and any and all new registration statements filed pursuant to Rule 462 under the Securities Act in connection with or related to the offering contemplated by this Registration Statement, as amended, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each said attorney-in-fact or his substitute or substitutes may do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933, the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. SIGNATURE AND TITLE DATE - -------------------------------------------- -------------------------------------------- /s/ JAMES SAUNDERS April 24, 1997 - -------------------------------------------- James Saunders, President, Chief Operating Officer, and Director /s/ BRADLEY P. FORST April 24, 1997 - -------------------------------------------- Bradley P. Forst, Secretary /s/ SEAN K. NOLEN April 24, 1997 - -------------------------------------------- Sean K. Nolen, Treasurer and Director /s/ DONALD W. TOWNSEND April 24, 1997 - -------------------------------------------- Donald W. Townsend, Director /s/ RANDALL TAYLOR April 24, 1997 - -------------------------------------------- Randall Taylor, Director II-19