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): May 6, 2011

SL Industries, Inc.
(Exact name of registrant as specified in its charter)
New Jersey	1-4987	21-0682685
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
520 Fellowship Road, Suite A114, Mount Laurel, New Jersey		08054
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (856) 727-1500

N/A

(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):

o 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 2.02. Results of Operations and Financial Condition.

On May 9, 2011, the SL Industries, Inc. (the “Company”) announced its financial results for the first quarter ended March 31, 2011.  A copy of the press release is furnished as Exhibit 99.1 to this report.

The information furnished pursuant to this Item 2.02 of 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, or otherwise subject to the liability of such 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 of 1934, as amended, unless the Company expressly sets forth in such future filing that such information is to be considered “filed” or incorporated by reference therein.

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

As previously disclosed, on March 14, 2011, the Company received notice from the NYSE Amex LLC (the “Exchange”), indicating that the Company is below certain of the Exchange’s continued listing standards relating to the Company’s failure to hold an annual meeting of stockholders in 2010.  The Company presented its plan of compliance (the “Plan”) to the Exchange on April 11, 2011, and on May 6, 2011, the Exchange notified the Company that the Plan was accepted and the Company was granted until September 14, 2011 to regain compliance with the Exchange’s continued listing standards.  The Company’s 2011 annual meeting of stockholders is scheduled to be held on June 8, 2011, following which the Company believes it will be in compliance with the Exchange’s continued listing standards.

On May 11, 2011, the Company issued a press release announcing its receipt of the May 6, 2011, notice from the Exchange and the other matters discussed herein.  A copy of the press release is furnished as Exhibit 99.2 hereto and incorporated herein by reference.

Item 9.01.                      Financial Statements and Exhibits.

(c)           Exhibits

Exhibit No. Exhibit Description

99.1 Press Release dated May 9, 2011.

99.2 Press Release dated May 11, 2011.

SIGNATURES

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.

		SL Industries, Inc.
		(Registrant)
Date:  May 11, 2011
	By:	/s/ Louis J. Belardi
		Name:	Louis J. Belardi
		Title:	Chief Financial Officer

EX-99.1

Exhibit 99.1

For Immediate Release

SL Industries Announces 2011 First Quarter Results

MT. LAUREL, NEW JERSEY, May 9, 2011 . . . SL INDUSTRIES, INC. (NYSE AMEX: SLI) announced today that its net sales from continuing operations for quarter ended March 31, 2011, were $52.6 million, up 25% compared with net sales from continuing operations for the first quarter 2010 of $42.1 million.

Net income from continuing operations for the quarter ended March 31, 2011 was $3.6 million, or $0.79 per diluted share, a 182% increase over net income from continuing operations of $1.3 million, or $0.21 per diluted share, for the first quarter 2010.

Net income for the quarter was $3.4 million, or $0.75 per diluted share, compared to net income of $1.1 million, or $0.18 per diluted share, for the first quarter 2010.  Net income for the quarter included a loss from discontinued operations, after tax, of $0.2 million, or $0.04 per diluted share, compared to a net loss of $0.2 million, or $0.02 per diluted share, for the first quarter 2010.

The Company reported net new orders of $57.9 million for the first quarter of 2011, compared to net new orders of $55.0 million in the first quarter of 2010. Backlog at March 31, 2011 was $75.3 million, as compared to $67.3 million a year earlier.

Division Results

SLPE (SL Power Electronics Corp.)

SLPE designs, manufactures and markets high-reliability power conversion products in internal and external footprints.   The Company's power supplies provide a reliable and safe power source for the customer’s specific equipment needs. SLPE, which sells products under three brand names (SL Power Electronics, Condor and Ault), is a major supplier to the OEMs of medical, industrial/instrumentation, military and information technology equipment.

For the quarter ended March 31, 2011, SLPE’s income from operations was $2,315,000, up 183% from the first quarter 2010.  Sales for the quarter were $21,725,000, up 33% over the first quarter 2010.

The sales increase was primarily due to increases in SLPE’s medical and industrial product lines which increased by 50% and 40%, respectively.

High Power Group [HPG]  (Teal Electronics Corp. and MTE Corp.)

TEAL Electronics designs and manufactures custom power subsystems for equipment used in medical, semiconductor, communications, and industrial markets.  MTE is an international supplier of power quality products designed to improve the reliability of power electronic systems and adjustable frequency drives.

For the quarter ended March 31, 2011, HPG’s income from operations was $2,105,000, up 90% from the first quarter 2010.  Sales for the quarter were $16,735,000, up 28% over the first quarter 2010.

The most significant increase in sales with this group was recorded by MTE which had a sales increase of 53% and an increase in income from operations of 265%. The sales and income from operations were records for quarterly results at MTE.

SL-MTI (SL Montevideo Technology, Inc.)

SL-MTI designs and manufactures precision, high performance electric motors, drives, controllers and precision winding components for the aerospace, medical, military, and industrial markets.

For the quarter ended March 31, 2011, SL-MTI’s income from operations was $1,610,000, up 102% from the first quarter 2010.  Sales for the quarter were $9,108,000, up 30% over the first quarter 2010.

The sales and income from operations were records for quarterly results at SL-MTI. The sales increase was primarily related to sales to customers in the defense and aerospace industries. Domestic sales increased by 26% while international sales increased by 51%.

RFL (RFL Electronics, Inc.)

RFL provides a wide range of communications and relaying products, application support and customized systems to the Electric Utilities, Oil and Gas markets, Railroad and Transportation industries, Government agencies and engineering consulting firms.

For the quarter ended March 31, 2011, RFL’s income from operations was $438,000, down 53% from the first quarter 2010.  Sales for the quarter were $5,026,000, down 11% over the first quarter 2010.

RFL’s sales are primarily project driven.  In 2010, a large project shipped in the first quarter. In 2011, RFL had the shipment of a large project delayed from the first quarter to the second quarter due to the timing of acceptance testing by the customer.

Corporate

Corporate expenses for the quarter ended March 31, 2011, exclusive of discontinued operations, decreased 4% to $1.4 million on a consolidated sales increase of 25%.

Discontinued Operations

Discontinued operations consist primarily of costs related to environmental matters at five sites in the state of New Jersey that were locations of operations discontinued by the Company.  For the quarter ended March 31, 2011, the Company incurred pre-tax expenses of $0.3 million related to environmental work for these sites.

Cash and Liquidity

The Company recorded net cash used in operating activities of $0.3 million, compared to $3.6 million in the first quarter of 2010. Despite the significant increase in net income, the Company’s cash position was negatively impacted by increases in inventory and accounts receivable driven by higher sales and the timing of payments related to the 2010 bonuses and certain insurance premiums.  Outstanding debt totaled $10.3 million which is all current and the Company was in compliance with all debt covenants.  The Company’s debt agreement had $29.5 million of availability as of March 31, 2011 and expires October 1, 2011.  The Company expects to negotiate a new long-term debt agreement before the expiration date.

About SL Industries, Inc.

SL Industries, Inc. designs, manufactures and markets power electronics, power motion, power protection, teleprotection and communications equipment and systems that is used in a variety of medical, aerospace, computer, datacom, industrial, telecom, transportation and electric power utility applications. For more information about SL Industries, Inc. and its products, please visit the Company’s web site at www.slindustries.com.

Forward-Looking Statements

This press release contains statements that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  These statements are based on current expectations, estimates and projections about the Company's business based, in part, on assumptions made by management.  These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict.  Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements due to numerous factors, including those described above and the following:  the effectiveness of the cost reduction initiatives undertaken by the Company, changes in demand for the Company's products, product mix, the timing of customer orders and deliveries, the impact of competitive products and pricing, constraints on supplies of critical components, excess or shortage of production capacity, difficulties encountered in the integration of acquired businesses and other risks discussed from time to time in the Company's Securities and Exchange Commission filings and reports.  In addition, such statements could be affected by general industry and market conditions and growth rates, and general domestic and international economic conditions.  Such forward-looking statements speak only as of the date on which they are made, and the Company does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this release.

Contact

SL Industries, Inc.

Louis J. Belardi

Chief Financial Officer

E-mail:  louis.belardi@slindustries.com

Phone:  856.727.1500  x 5525

SL INDUSTRIES, INC.
SUMMARY CONSOLIDATED BALANCE SHEETS
(In thousands)
	March 31,		December 31,
	2011		2010
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	0	$	1,374
Receivables, net		31,751		30,753
Inventories, net		23,659		22,225
Other current assets		7,373		6,737
Total current assets		62,783		61,089
Property, plant and equipment, net		9,949		8,921
Intangible assets, net		26,631		26,768
Other assets		8,504		8,121
Total assets	$	107,867	$	104,899
LIABILITIES & SHAREHOLDERS' EQUITY
Debt, current portion	$	10,256	$	9,800
Current liabilities		30,018		31,168
Other liabilities		16,684		16,682
Shareholders' equity		50,909		47,249
Total liabilities and shareholders' equity	$	107,867	$	104,899

SL INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
(Unaudited)
	Three Months Ended
	March 31,
	2011			2010
Net sales	$	52,594		$	42,133
Cost and expenses:
Cost of products sold		34,819			28,143
Engineering and product development		3,306			2,980
Selling, general and administrative		8,661			8,060
Depreciation and amortization		769			774
Total cost and expenses		47,555			39,957
Income from operations		5,039			2,176
Other income (expense):
Amortization of deferred financing costs		(76	)		(61	)
Fire related loss, net		0			(38	)
Interest income		1			0
Interest expense		(82	)		(33	)
Income from continuing operations before income taxes		4,882			2,044
Income tax provision		1,280			768
Income from continuing operations		3,602			1,276
(Loss) from discontinued operations, net of tax		(190	)		(150	)
Net income	$	3,412		$	1,126
Basic net income (loss) per common share
Income from continuing operations	$	0.80		$	0.21
(Loss) from discontinued operations, net of tax		(0.04	)		(0.02	)
Net income	$	0.76		$	0.18	*
Diluted net income (loss) per common share
Income from continuing operations	$	0.79		$	0.21
(Loss) from discontinued operations, net of tax		(0.04	)		(0.02	)
Net income	$	0.75		$	0.18	*
Shares used in computing basic net income (loss) per common share		4,491			6,123
Shares used in computing diluted net income (loss)per common share		4,566			6,149
SL INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In thousands)
(Unaudited)
	Three Months Ended
	March 31,
		2011			2010
Net income	$	3,412		$	1,126
Other comprehensive income, net of tax:
Foreign currency translation		9			(39	)
Comprehensive income	$	3,421		$	1,087
* Earnings per share does not total due to rounding.

EX-99.2

Exhibit 99.2

For Immediate Release

SL Industries, Inc. Plan of Compliance Accepted by NYSE Amex LLC

MT. LAUREL, N.J., May 11, 2011 . . . SL Industries, Inc. (NYSE Amex: SLI) (the “Company”) announced that on May 6, 2011, it received notice from NYSE Amex LLC (the “Exchange”) indicating that the Exchange had accepted the Company’s plan of compliance (the “Plan”) with respect to its failure to hold an annual meeting of stockholders in 2010. As previously disclosed, the Company received notice from the Exchange on March 14, 2011, indicating that due to the Company’s failure to hold an annual meeting of stockholders in 2010, the Company is below certain of the Exchange’s continued listing standards and not in compliance with Section 704 of the NYSE Amex Company Guide.  The Company was afforded the opportunity to submit a plan of compliance to the Exchange and on April 11, 2011, the Company presented the Plan to the Exchange.

The Exchange notified the Company that it accepted the Company’s Plan and granted the Company until September 14, 2011, to regain compliance with the continued listing standards. The Company will be subject to periodic review by Exchange staff during this period. Failure to make progress consistent with the Plan or to regain compliance with the continued listing standards by the end of this period could result in the Company being delisted from the Exchange.

The Company’s 2011 annual meeting of stockholders is scheduled to be held on June 8, 2011, following which the Company believes it will be in compliance with the Exchange’s continued listing standards.

About SL Industries

SL Industries, Inc. designs, manufactures and markets power electronics, power motion, power protection, teleprotection and communications equipment and systems that are used in a variety of medical, aerospace, computer, datacom, industrial, telecom, transportation and electric power utility equipment applications. For more information about SL Industries, Inc. and its products, please visit the Company's web site at www.slindustries.com.

 Forward-Looking Statements

This press release contains statements that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations, estimates and projections about the Company's business based, in part, on assumptions made by management. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements due to numerous factors, including the following: the effectiveness of the cost reduction initiatives undertaken by the Company, changes in demand for the Company's products, product mix, the timing of customer orders and deliveries, the impact of competitive products and pricing, constraints on supplies of critical components, excess or shortage of production capacity, difficulties encountered in the integration of acquired businesses and other risks discussed from time to time in the Company's filings and reports with the Securities and Exchange Commission. In addition, such statements could be affected by general industry and market conditions and growth rates, and general domestic and international economic conditions. Such forward-looking statements speak only as of the date on which they are made, and the Company does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this release.

Contact:

Louis J. Belardi

Phone: 856-727-1500

Facsimile: 856-727-1683