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): February 26, 2009

SPARTON CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Ohio
(State or other jurisdiction
of incorporation) 1-1000
(Commission File Number) 38-1054690
(IRS Employer
Identification No.)

2400 East Ganson Street
Jackson, Michigan
(Address of Principal Executive Offices) 49202
(Zip Code)

Registrant’s telephone number, including area code: (517) 787-8600

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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

     Sparton Corporation, an Ohio corporation (“Sparton” or the “Company”), has engaged NachmanHaysBrownstein, Inc. (“NHB”) to assist the Company in obtaining an alternate credit facility to aid in its restructuring plan. On February 26, 2009, NHB disseminated a communication to certain prospective lenders, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

     The Private Securities Litigation Reform Act of 1995 reflects Congress’ determination that the disclosure of forward-looking information is desirable for investors and encourages such disclosure by providing a safe harbor for forward-looking statements by corporate management. The projections in the communication attached as Exhibit 99.1 constitute forward-looking statements within the scope of the Securities Act of 1933 and the Securities Exchange Act of 1934. The Company undertakes no obligation to publicly disclose any revisions to these forward-looking statements to reflect events or circumstances occurring subsequent to filing this Form 8-K with the Securities and Exchange Commission. These forward-looking statements are subject to risks and uncertainties. Accordingly, the Company’s future results may differ materially from historical results or from those discussed or implied by these forward-looking statements. The Company notes that a variety of factors could cause the actual results and experience to differ materially from anticipated results or other expectations expressed in the Company’s forward-looking statements. A discussion of the Company’s risk factors has been included in Part I, Item 1A, Risk Factors and Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of the Company’s Form 10-K for the fiscal year ended June 30, 2008, which is incorporated herein by reference. Management cautions readers not to place undue reliance on forward-looking statements, which are subject to influence by the enumerated risk factors as well as unanticipated future events.

     The information in this current report and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by the specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit 99.1 Communication dated February 26, 2009 disseminated by NachmanHaysBrownstein, Inc.

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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.

	SPARTON CORPORATION
Dated: February 27, 2009	By:	/s/ Cary B. Wood
		Cary B. Wood, Chief Executive Officer

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Index to Exhibits

Exhibit No.		Description
	99.1	Communication dated February 26, 2009 disseminated by NachmanHaysBrownstein, Inc.

EX-99.1

Exhibit 99.1

Nachman Hays Brownstein

A Team of Leaders

NHB Services:

Turnaround and Interim Management

Creditor and Lender Services

Investment Banking

Fiduciary Services

Litigation Consulting, Investigations & Valuations

Another opportunity from NachmanHaysBrownstein, Inc. Refinancing Opportunity moving manufacturing forward Spartan Corporation Aerospace Medical Devices Industrial Government Systems

The Opportunity

· Refinancing of existing lender to support on-going turnaround and growth o $40 million working capital credit line · Eligible AR $25 million · Inventory $58 million · Equipment $20 million cost, $1.7 million net book value · Mortgage or sale/leaseback of the company’;s real estate. o $15 million cross collateralized first lien financing · 8 facilities (6 in US, 1 in Canada, 1 in Vietnam) · 895,000 square feet of office, manufacturing and warehouse space · $25 million estimated market value

The Company: Mid-west based, NYSE listed electronics supplier; $200 million revenue into the aerospace, medical and defense industries.

Current Situation:

· The company has retained NachmanHaysBrownstein, Inc. to assist in raising the capital needed to support its continued turnaround and future growth.

The company has incurred losses for the past two years, but, under a new and experienced management team, is implementing an aggressive turnaround plan, projecting the following sales. Income,and EBITDA for the fiscal years ended 6/30:

Fiscal Year Ended 6/30

$(000) 2009 2010 2011 2012

Sales 205,046 195,365 189,004 197,468

Net Income (loss) (13,618) 472 9,073 10,295

EBITDA (9,891) 3,550 11,734 12,777

Building Blocks for the Turnaround

· An experienced turnaround management team led by a CEO with a proven track record

· $8.45 million of cost reduction actions have already been implemented as of February 17, 2009

· A $126 million backlog as of January 2009, equal to 65% of projected next 12 months revenue

· A blue-chip customer base of long standing which respects Sparton’s reputation and expertise

· Two of the Company’s three divisions are profitable, providing a firm foundation for rebuilding the company

· A solid asset base providing collateral for secured financing to fund the on-going turnaround plan

Additional information including a nondisclosure form and financing package may be obtained by contacting:

Adrienne Gaul

Marketing Coordinator

NachmanHaysBrownstein, Inc.

Email: agaul@nhbteam.com

Office: 610.660.0060, ext.221

Facsimile: 610.664.7298

John Keefe

Managing Director

jkeefe@nhbteam.com

Office: 718-625-3800

Mobile:917-270-6765

Howard Brownstein, CTP

Principal

hbrownstein@nhbteam.com

Office: 610.660.0060, ext. 225

Mobile: (215) 280-0194

For accredited investors’ only, as defined by applicable law. This information is entirely that of the Company and has not been verified or audited by NHB.Independent investigation and due diligence is required before making any decisions with regard to the Company described.