-----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, FHpH3Am+lh7CuBhTU5/Gd4e3MPZOKd6UPGFM60vC+9Y1u1MIkosWm2/AMEzacFPM EUdXA8gvUrwsJyKp5kYfMA== 0000061004-10-000039.txt : 20100923 0000061004-10-000039.hdr.sgml : 20100923 20100923092955 ACCESSION NUMBER: 0000061004-10-000039 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100923 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100923 DATE AS OF CHANGE: 20100923 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: 101085690 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 lgl8k_20100923.htm LGL 8-K 20100923 S-3 PRESS RELEASE lgl8k_20100923.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): September 23, 2010

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 8.01.
Other Events.
 
On September 23, 2010, The LGL Group, Inc. (the “Company”) issued a press release announcing the filing of a shelf registration statement on Form S-3 with the Securities and Exchange Commission (the “SEC”), which, if declared effective by the SEC, will permit the Company to offer and sell from time to time in one or more public offerings up to $13.5 million aggregate dollar amount of any combination of common stock, debt securities, warrants, or units on terms, in each case, established at the time of the offering.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.                      Financial Statements and Exhibits.
 
(d)           Exhibits
 
Exhibit No.
Description
99.1
Press Release dated September 23, 2010.

 




 
 
 

 

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.
 

 
September 23, 2010
THE LGL GROUP, INC.
   
   
 
By:
/s/ R. LaDuane Clifton
   
Name:
R. LaDuane Clifton
   
Title:
Chief Accounting Officer







 
 
 

 

EXHIBIT INDEX
Exhibit No.
Description
99.1
Press Release dated September 23, 2010.
 
EX-99.1 2 ex99-1_pressrelease.htm EX 99.1 LGL PRESS RELEASE S-3 FILING 20100923 ex99-1_pressrelease.htm
EXHIBIT 99.1


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

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



The LGL Group, Inc. Files Shelf Registration Statement


Orlando, FL, September 23, 2010 -- The LGL Group, Inc. (NYSE Amex: LGL) (the “Company”) announced today that it has filed a shelf registration statement on Form S-3 with the Securities and Exchange Commission (“SEC”).  If declared effective by the SEC, the shelf registration statement will permit the Company to offer and sell from time to time in one or more public offerings up to $13.5 million aggregate dollar amount of any combination of common stock, debt securities, warrants, or units.  The specific terms of any such future offerings will be established by the Company at the time of each offering, subject to market conditions, and will be described in detail in a prospectus supplement that will be filed with the SEC at the time of the offering.

The shelf registration statement is intended to provide the Company with flexibility to take advantage of financing opportunities if and when deemed appropriate by the Company.  The Company does not have any immediate plans or commitments to sell securities under the shelf registration statement.

The registration statement filed with the SEC has not yet become effective.  Securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective.  This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of the securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification of such securities under the securities laws of that state or jurisdiction.  Any offer of securities covered by the registration statement will be made solely by means of a prospectus included in the registration statement and a prospectus supplement with respect to such offering.


 
 

 

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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 sales offices in Hong Kong and Shanghai, China.

For more information on the Company and its products and services, contact R. LaDuane Clifton at The LGL Group, Inc., 2525 Shader Rd., Orlando, Florida 32804, (407) 298-2000.
 
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