-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NN/TbD/ZAk+Q4A4ReSPLzz4rUSV4BaUMhdTWGTM7sHIrI995a9Pm6Ecnc5OADXPf 9MlyjqH5113TjSXIHHZi0w== 0000061004-09-000053.txt : 20091124 0000061004-09-000053.hdr.sgml : 20091124 20091124170150 ACCESSION NUMBER: 0000061004-09-000053 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091123 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091124 DATE AS OF CHANGE: 20091124 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LGL GROUP INC CENTRAL INDEX KEY: 0000061004 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS, NEC [3679] IRS NUMBER: 381799862 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00106 FILM NUMBER: 091205429 BUSINESS ADDRESS: STREET 1: 2525 SHADER ROAD CITY: ORLANDO STATE: FL ZIP: 32804 BUSINESS PHONE: (407) 298-2000 MAIL ADDRESS: STREET 1: 2525 SHADER ROAD CITY: ORLANDO STATE: FL ZIP: 32804 FORMER COMPANY: FORMER CONFORMED NAME: LYNCH CORP DATE OF NAME CHANGE: 19920703 8-K 1 lgl_8k20091123earningspr.htm LGL Q3 2009 8K 20091123 lgl_8k20091123earningspr.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of report (Date of earliest event reported): November 23, 2009

THE LGL GROUP, INC.
(Exact Name of Registrant as Specified in Charter)
     
Delaware
1-106
38-1799862
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
     
2525 Shader Road, Orlando, FL
32804
(Address of Principal Executive Offices)
(Zip Code)

Registrant’s Telephone Number, Including Area Code: (407) 298-2000

 
(Former Name or Former Address, If Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 




 
 
 

 

Item 7.01.
Regulation FD Disclosure.
 
On November 23, 2009, The LGL Group, Inc. (the “Company”) issued a press release announcing its financial results for the three and nine months ended September 30, 2009 and other financial information.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information furnished pursuant to this Current Report on Form 8-K, including the exhibit hereto, shall not be considered “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Securities Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended, or under the Securities Act, unless the Company expressly sets forth in such future filing that such information is to be considered “filed” or incorporated by reference therein.

Item 9.01.                      Financial Statements and Exhibits.
 
(d)           Exhibits
 
Exhibit No.
Description
99.1
Press Release dated November 23, 2009.




 
 
 

 

SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 

 
November 23, 2009
THE LGL GROUP, INC.
   
   
 
By:
/s/ Harold D. Castle
   
Name:
Harold D. Castle
   
Title:
Chief Financial Officer




 
 

 

EXHIBIT INDEX
Exhibit No.
Description
99.1
Press Release dated November 23, 2009.



EX-99.1 2 lgl_ex99-1pressrelease.htm LGL Q3 2009 PRESS RELEASE 20091123 lgl_ex99-1pressrelease.htm
Exhibit 99.1


Contacts: LaDuane Clifton, The LGL Group, Inc.:                                                                             (407) 298-2000 ex: 144
                Email: lclifton@lglgroup.com

 
                Victor Emmanuel, VJE Consultants:                                                                                     (914) 305-5198


The LGL Group, Inc. Reports Results for the Nine Months Ended September 30, 2009

ORLANDO, FL, November 23, 2009 – The LGL Group, Inc. (NYSE Amex: LGL) (the “Company”), today announced results for the quarter ended September 30, 2009.  LGL is the holding company for MtronPTI which specializes in the development and sale of highly engineered, custom made products for advanced frequency control applications. Primary markets include military, avionics, aerospace, telecommunications and test & measurement sectors.
 
Total revenues for the nine months ended September 30, 2009 were $22,099,000, a decrease of 26.8% from the comparable period in 2008 due primarily to a general economic slowdown and a corresponding decrease in demand for the electronic systems in which our products are used.  The decrease in sales was primarily in our foreign markets, with a decline of $5,911,000 in foreign sales, and a decrease of $2,171,000 in domestic sales compared with the same period in 2008.
 
“On a positive note, we can report that as of September 30, 2009, our order backlog was $13,221,000 compared with a backlog of only $8,182,000 in December 2008 – a 61.6 percent increase owing primarily to increased back orders from existing customers as well as orders received from new customers in our military personnel protection and homeland security target markets,” according to LGL President and Chief Executive Greg Anderson.
 
Net loss for the first nine months of 2009 was $2,857,000 compared to a net loss of $943,000 for the same period in 2008.  The loss was primarily driven by the reduction in revenue and by a reduction in gross margin percentage of 5.6% in the third quarter of 2009. The reduction in gross margin percentage is primarily the result of significant decreases in total revenue and volume compared to the previous year, and a change in revenue mix to products with lower gross margin.
 
The weakening in gross margin percentage and the reduction in sales were partially offset by a decrease in engineering, selling and administrative expenses of $1,626,000 in the first nine months of 2009 compared to the same period in 2008, attributable to a reduction in head count and in professional fees, which were the result, in part, of the Company’s continuing efforts to resize the operations and realign its cost structure.
 

 
 

 
 
 
 
Mr. Anderson noted the Company introduced a proprietary filter system for the multi-billion dollar space satellite industry on August 17, and was preparing to launch two proprietary electronic filter systems that will greatly improve communications capabilities in the multi-billion dollar Public Safety and Long Term Evolution markets.
 
“These systems add to our expanding proprietary product portfolio. We have also secured over the past several months active projects with 12 industry leaders in the $10 billion satellite manufacturing market. This is an important new area of business for the Company,” Mr. Anderson said.
 
“However, our business continues to feel the affects of the very weak macro-economic environment. Our revenues have declined significantly from our key customers in the telecommunications sector. Despite the revenue shortfall, we have made good progress in reducing the Company’s structural costs as we announced earlier this year. We will continue to bring strong focus on cost management and securing our customer relationships.”
 
The Company will host an investor conference call to discuss its results for the fiscal quarter ended September 30, 2009, its earnings report and other recent Company announcements on November 24, 2009 at 3:00 p.m. Eastern Time. The LGL Group President and CEO, Greg Anderson, will host the audio event.

Participants can access the conference call at (800) 862-9098 for domestic callers and (785) 424-1051 for international callers.

 
About The LGL Group, Inc.

The LGL Group, Inc., through its wholly owned subsidiary MtronPTI, manufactures and markets highly engineered electronic components used to control the frequency or timing of signals in electronic circuits.  These devices are used extensively in infrastructure equipment for the telecommunications and network equipment industries.  They are also used in electronic systems for military applications, avionics, earth-orbiting satellites, medical devices, instrumentation, industrial devices and global positioning systems. The Company has operations in Orlando, Florida, Yankton, South Dakota and Noida, India.  MtronPTI also has a sales office in Hong Kong, China.
 
For more information on the Company and its products and services, contact Harold D. Castle, Chief Financial Officer, The LGL Group, Inc., 2525 Shader Rd., Orlando, Florida 32804, (407) 298-2000, or visit the Company’s Web site: www.lglgroup.com.
 
Caution Concerning Forward Looking Statements
 
This document includes certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to changes in global political, economic, business, competitive, market and regulatory factors. More detailed information about those factors is contained in the LGL Group’s filings with the Securities and Exchange Commission.
 

 
 

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