8-K

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 16, 2012

American Locker Group Incorporated

(Exact Name of Registrant as Specified in its Charter)

Delaware	000-00439	16-0338330
(State of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2701 Regent Boulevard, Suite 200, DFW Airport, Texas 75261

(Address of principal executive offices)

Registrant’s telephone number, including area code: (817) 329-1600

Not Applicable

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:

¨ 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 1.01 Entry Into Material Definitive Agreements.

On November 9, 2012, American Locker Group Incorporated (the “Company”) entered into Amendment No. 2 to Loan Agreement (the “Amendment”), which amended its credit agreement (the “Loan Agreement”) with Bank of America Merrill Lynch (“BAML”), dated December 8, 2010. As previously disclosed, the Loan Agreement provides the Company with a $1 million term loan (the “Term Loan”), a $2.5 million revolving line of credit (the “Line of Credit”) and a $500,000 draw note (the “Draw Note”).

The Loan Agreement was described in a form 8-K dated December 14, 2010.

Among other things, the Amendment extended the maturity date of the Line of Credit through October 31, 2013. The date through which the Company can draw on the Draw Note was extended through October 31, 2013. The Company will now pay interest only on advances under the Draw Note through November 27, 2013, after which the Company will pay interest and principal monthly so that the balance will be paid in full as of October 31, 2016.

The interest rate is a rate per year equal to the BBA LIBOR Rate (Adjusted Periodically) plus 3.75 percentage points.

A copy of the Amendment is attached hereto as Exhibit 10.1 and is hereby incorporated by reference.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 14, 2012, American Locker Group Incorporated (the “Company”) issued a press release, which is attached hereto as Exhibit 99.1 and incorporated herein by reference, announcing that David Denton had been appointed Chief Operating Officer.

During 2011 and 2012, Mr. Denton was the Operations Manager for Imperial Group, a division of Accuride Corporation. From 2005 until his joining Imperial Group, he was Chief Executive Officer of Global CNC Solutions, a precision machined component manufacturer supplying product to aerospace and defense customers.

Mr. Denton has a Bachelor’s Degree in Business Management and has more than 20 years of manufacturing experience. He served in the United States Air Force as an Aircraft Machinist and Certified Aircraft Welder, during which he spent the majority of his time in Saudi Arabia in support of Operation Desert Storm.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

10.1 Amendment No.1 to Loan Agreement, dated November 9, 2012, between American Locker Group Incorporated and Bank of America Merrill Lynch, is filed herewith.

99.1 Press release, dated November 14, 2012

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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.

AMERICAN LOCKER GROUP INCORPORATED
By:	/s/ Paul M. Zaidins
Name:	Paul M. Zaidins
Title:	President and Chief Executive Officer

Date: November 16, 2012

3

EX-10.1

Exhibit 10.1

AMENDMENT NO. 2 TO LOAN AGREEMENT

This Amendment No. 2 (the “Amendment”) dated as of September 28, 2012, is by and among Bank of America, N.A. (the “Bank”) and American Locker Group Incorporated, a Delaware corporation (“American Locker”), American Locker Security Systems, Inc., a Delaware corporation (“Security Systems”), Security Manufacturing Corporation, a Delaware corporation (“Security Manufacturing”) and Canadian Locker Company Limited, a corporation incorporated under the federal laws of Canada (“Canadian Locker”) (American Locker, Security Systems, Security Manufacturing and Canadian Locker, are referred to herein collectively as the “Borrower”).

RECITALS

A. The Bank and the Borrower entered into a certain Loan Agreement dated as of December 8, 2010, as amended by that certain Amendment No. 1 to Loan Agreement dated as of October 27, 2011 (together with any previous amendments, the ‘Agreement”). The current commitment amount of Facility No. 1 is $2,500,000 and the current commitment amount of Facility No. 3 is $500,000.

B. The Bank and the Borrower desire to amend the Agreement.

AGREEMENT

1. Definitions. Capitalized terms used but not defined in this Amendment shall have the meaning given to them in the Agreement.

2. Amendments. The Agreement is hereby amended as follows:

2.1 Paragraph 2.2 is hereby amended to read in its entirety as follows:

2.2 Availability Period. The line of credit is available between the date of this Agreement and October 31, 2013, or such earlier date as the availability may terminate as provided in this Agreement (the “Facility No. 1 Expiration Date”).

2.2 Paragraph 3A.2 is hereby amended to read in its entirety as follows:

3A.2 Availability Period. The loan is available in one or more disbursements from the Bank between the date of this Agreement and October 31, 2013.

2.3 Paragraph 3A.3(b) is hereby amended to read in its entirety as follows:

(b) The Borrower will repay principal in equal installments beginning on November 27, 2013, and on the same day of each month thereafter, and ending on October 31, 2016 the “Repayment Period”). Each principal installment shall be in an amount sufficient to fully amortize the principal amount over an amortization period of three (3) years. In any event, on the last day of the Repayment Period, the Borrower will repay the remaining principal balance plus any interest then due.

2.4 Paragraph 9.2(b) is hereby amended to read in its entirety as follows:

(b) [Reserved]

Amendment No. 2 to Loan Agreement	- 1 -
4274118.3/SP/23908/0108/092812

3. Representations and Warranties. When the Borrower signs this Amendment, the Borrower represents and warrants to the Bank that: (a) there is no event which is, or with notice or lapse of time or both would be, a default under the Agreement except those events, if any, that have been disclosed in writing to the Bank or waived in writing by the Bank, (b) the representations and warranties in the Agreement are true as of the date of this Amendment as if made on the date of this Amendment, (c) this Amendment does not conflict with any law, agreement, or obligation by which the Borrower is bound, and (d) if the Borrower is a business entity or a trust, this Amendment is within the Borrower’s powers, has been duly authorized, and does not conflict with any of the Borrower’s organizational papers.

4. Conditions. This Amendment will be effective when the Bank receives the following items, in form and content acceptable to the Bank:

4.1 If the Borrower or any guarantor is anything other than a natural person, evidence that the execution, delivery and performance by the Borrower and/or such guarantor of this Amendment and any instrument or agreement required under this Amendment have been duly authorized.

4.2 Payment by the Borrower of all costs, expenses and attorneys’ fees (including allocated costs for in-house legal services) incurred by the Bank in connection with this Amendment.

4.3 Payment of a nonrefundable renewal fee in the amount of $15,000.

5. Effect of Amendment. Except as provided in this Amendment, all of the terms and conditions of the Agreement, including but not limited to the Dispute Resolution Provision, shall remain in full force and effect.

6. Counterparts. This Amendment may be executed in counterparts, each of which when so executed shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument.

7. Notice of Final Agreement. THIS WRITTEN AGREEMENT AND THE LOAN DOCUMENTS EXECUTED IN CONNECTION HEREWITH REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES.

THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES.

This Amendment is executed as of the date stated at the beginning of this Amendment.

Bank of America, N.A.		American-Locker Group Incorporated
By	/s/ Tye McClure	By	/s/ Paul Zaidins
Typed Name: Tye McClure		Typed Name: Paul Zaidins
Title: Vice President		Title: President
Address where notices to the Bank are to be sent:		Address where notices to the Borrower are to be sent:
500 West 7th Street, 2nd Floor Fort Worth, Texas 76102 Facsimile: 1-800-210-1068		P.O. Box 169 Coppell, Texas 75019 Telephone: 817-722-0131 Facsimile: 817-722-0100

Amendment No. 2 to Loan Agreement	- 2 -
4274118.3/SP/23908/0108/092812

American Locker Security Systems, Inc.
By	/s/ Paul Zaidins

Typed Name: Paul Zaidins

Title:	President
Address where notices to the Borrower are to be sent:
P.O. Box 169 Coppell, Texas 75019 Telephone: 817-722-0131 Facsimile: 817-722-0100
Security Manufacturing Corporation
By	/s/ Paul Zaidins

Typed Name: Paul Zaidins

Title:	President
Address where notices to the Borrower are to be sent:
P.O. Box 169 Coppell, Texas 75019 Telephone: 817-722-0131 Facsimile: 817-722-0100
Canadian Locker Company Limited
By	/s/ Paul Zaidins

Typed Name: Paul Zaidins

Title:	President
Address where notices to the Borrower are to be sent:
P.O. Box 169 Coppell, Texas 75019 Telephone: 817-722-0131 Facsimile: 817-722-0100

Amendment No. 2 to Loan Agreement	- 3 -
4274118.3/SP/23908/0108/092812

EX-99.1

Exhibit 99.1

American Locker Announces Appointment of David Denton as Chief Operating Officer

DFW Airport, TX – November 14, 2012 –American Locker Group Incorporated (OTCQB:ALGI) (“American Locker” or the “Company”), announced today that on November 9, 2012, the Company’s board of directors appointed David Denton, 43, as Chief Operating Officer.

During 2011 and 2012, Mr. Denton was the Operations Manager for Imperial Group, a division of Accuride Corporation. From 2005 until his joining Imperial Group, he was Chief Executive Officer of Global CNC Solutions, a precision machined component manufacturer supplying product to aerospace and defense customers.

Mr. Denton has a Bachelor’s Degree in Business Management and has more than 20 years of manufacturing experience. He served in the United States Air Force as an Aircraft Machinist and Certified Aircraft Welder, during which he spent the majority of his time in Saudi Arabia in support of Operation Desert Storm.

President Paul M. Zaidins said, “David Denton’s experience in precision sheet metal fabrication will help drive continued operational improvements and will help facilitate American Locker’s continued growth in the contract manufacturing segment of its business.”

About American Locker Group Incorporated

American Locker is a premier metal fabricator of secure storage solutions under the American Locker and Canadian Locker brands. The Company is best known for manufacturing and servicing the widely-utilized key and lock system with the iconic plastic orange cap. The Company also has a growing precision sheet metal fabrication business. Its Security Manufacturing Corporation subsidiary is a leading provider of multi-tenant mailboxes.

Further information about American Locker is available at:

www.americanlocker.com

Follow us on Twitter at:

www.twitter.com/AmericanLocker

Contact:

American Locker Group Incorporated

Paul Zaidins, President and Chief Executive Officer, (817) 329-1600

In the interests of providing Company shareholders and potential investors with information regarding the Company, including the Company’s assessment of its and its subsidiaries’ future plans and operations, certain statements included in this press release may constitute forward-looking information or forward-looking statements (collectively, “forward-looking statements”). All statements contained herein that are not clearly historical in nature are forward-looking, and the words “anticipate”, “believe”, “expect”, “estimate” and similar expressions are generally

intended to identify forward-looking statements. Actual events or results may differ materially. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, levels of activity, performance or achievement since such expectations are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors could cause the Company’s actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalf of, the Company and the foregoing list of important factors is not exhaustive. These forward-looking statements made as of the date hereof disclaim any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or results or otherwise. Company shareholders and potential investors should carefully consider the information contained in the Company’s filings with United States securities administrators at www.sec.gov before making investment decisions with regard to the Company.

Release Summary:

American Locker Group (OTCQB:ALGI) announces the appointment of David Denton as Chief Operating Officer.

Keyword Tags:

American Locker, lockers, locker, David Denton, ALGI, American Locker Security Systems, precision sheet metal fabrication