0000807249-13-000230.txt : 20130830 0000807249-13-000230.hdr.sgml : 20130830 20130830142756 ACCESSION NUMBER: 0000807249-13-000230 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130829 FILED AS OF DATE: 20130830 DATE AS OF CHANGE: 20130830 ISSUER: 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 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GABELLI MARIO J CENTRAL INDEX KEY: 0001185533 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-00106 FILM NUMBER: 131072085 MAIL ADDRESS: STREET 1: C/O GAMCO INVESTORS, INC STREET 2: ONE CORPORATE CENTER CITY: RYE STATE: NY ZIP: 10580 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2013-08-29 0 0000061004 LGL GROUP INC LGL 0001185533 GABELLI MARIO J C/O GAMCO INVESTORS, INC ONE CORPORATE CENTER RYE NY 10580 0 0 1 0 Common Stock Warrants (right to purchase) 7.5 2013-08-29 4 P 0 300 0.1 A 2018-08-06 Common Stock, par value $0.01 per share 26928 673200 I By: GGCP, Inc. Common Stock Warrants (right to purchase) 7.5 2018-08-06 Common Stock, par value $0.01 per share 9351 233780 I By: MJG-IV Limited Partnership Common Stock Warrants (right to purchase) 7.5 2018-08-06 Common Stock, par value $0.01 per share 48852 1221305 D The Warrants become exercisable on the earlier of (i) August 6, 2018, and (ii) such date that the 30-day volume weighted average price per share, or VWAP, of the Common Stock is greater than or equal to $15.00. Any unexercised Warrants will expire at 5:00 p.m., Eastern Time, on August 6, 2018. This number takes into account the 589,500 warrants that were received on August 6, 2013 when holders of the Issuer's Common Stock received a dividend of five Common Stock Warrants for each share of Common Stock held by such holder as of July 29, 2013. When exercisable, 25 Warrants will entitle the holder to purchase one share of Common Stock at an exercise price of $7.50 per share, as may be adjusted in accordance with the terms of the Warrants. These shares are owned by GGCP, Inc. ("GGCP"). Mr. Gabelli is deemed the beneficial owner of the shares owned by GGCP since he is the Chief Executive Officer, a director and the controlling shareholder of GGCP. Mr. Gabelli has less than a 100% interest in GGCP and disclaims beneficial ownership of the shares held by GGCP in excess of his pecuniary interest. These warrants were received on August 6, 2013 when holders of the Issuer's Common Stock received a dividend of five Common Stock Warrants for each share of Common Stock held by such holder as of July 29, 2013. When exercisable, 25 Warrants will entitle the holder to purchase one share of Common Stock at an exercise price of $7.50 per share, as may be adjusted in accordance with the terms of the Warrants. These shares are owned by MJG-IV Limited Partnership ("MJG-IV"). Mr. Gabelli is deemed the beneficial owner of the shares owned by MJG-IV since he is the general partner. Mr. Gabelli has less than a 100% interest in MJG-IV and disclaims beneficial ownership of the shares held by MJG-IV in excess of his pecuniary interest. /s/ Douglas R. Jamieson, Attorney-In-Fact for Mario J. Gabelli 2013-08-30