-----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, CR2kY83dHR4w031ICYYbbkl8rkcsLvZ1hTfF9NztOIkMNLCwKZ1ydlSSzzcH/QGK KbUdSV5PHULptwqDdaLImQ== 0001157523-06-006266.txt : 20060622 0001157523-06-006266.hdr.sgml : 20060622 20060622080829 ACCESSION NUMBER: 0001157523-06-006266 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060619 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Other Events FILED AS OF DATE: 20060622 DATE AS OF CHANGE: 20060622 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TEL INSTRUMENT ELECTRONICS CORP CENTRAL INDEX KEY: 0000096885 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670] IRS NUMBER: 221441806 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31990 FILM NUMBER: 06918470 BUSINESS ADDRESS: STREET 1: 728 GARDEN ST CITY: CARLSTADT STATE: NJ ZIP: 07072 BUSINESS PHONE: 2019331600 MAIL ADDRESS: STREET 1: 728 GARDEN ST CITY: CARLSTADT STATE: NJ ZIP: 07072 8-K 1 a5173934.txt TEL-INSTRUMENT ELECTRONICS CORP 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): June 19, 2006 ------------- --------------------- TEL-INSTRUMENT ELECTRONICS CORP (Exact name of registrant as specified in its charter) New Jersey 33-18978 22-1441806 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 728 Garden St Carlstadt, New Jersey 07072 (201) 933-1600 (Address of principal (Registrant's telephone number, executive offices) including area code) 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 (17CFR 240. 14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 240. 14e-4(c)) 1 Section 5. Corporate Governance and Management Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers On June 14, 2006, the Board of Directors approved the appointment of Jeffrey C. O'Hara as Chief Operating Officer. Mr. O'Hara (48), the son-law of the Company's CEO, has served as a Director of the Company since 1998 and Vice President since August 2005. Mr. O'Hara has an annual salary of $108,000. Mr. O'Hara was a Financial Consultant from 2001, and CFO/President of Alarm Security Group from 1999-2000. (Press Release attached). Section 8. Other Events Item 8.01 Other Events On June 19, 2006 Tel-Instrument Electronics Corp announced that it has received a $407,000 order for 14 TR-401 test sets from a major military airframe manufacturer. These units are scheduled to be shipped in the second and third quarters of the current fiscal year. (Press release attached). 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 there unto duly authorized. TEL-INSTRUMENT ELECTRONICS CORP Date: June 20, 2006 By /s/ Harold K. Fletcher ----------------------------- Harold K. Fletcher Chairman and President 2 EX-99 2 a5173934ex99.txt EXHIBIT 99 Exhibit 99 Tel-Instrument Electronics Corp Names New COO and Announces Initial Order of New Digital Product CARLSTADT, N.J.--(BUSINESS WIRE)--June 19, 2006--Tel-Instrument Electronics Corp ("Tel") (AMEX: TIK) is proud to announce the appointment of Jeffrey C. O'Hara as its Chief Operating Officer and the receipt of a $407,000 0rder for the new TR-401 test unit. Mr. O'Hara has served as Director of the Company since 1998, and has served as Vice President and Director of Operations of the Company since August 2005. Mr. O'Hara's experience in strategic business planning and finance will be of great value to the Company in support of its aggressive growth plans. He is a graduate of Boston College, has an M.B.A. in Finance from the University of Michigan, and is also a Certified Public Accountant (CPA). Mr. O'Hara has over 20 years of senior executive experience, including various positions at General Motors, CFO at Keywell Corporation (a $500MM firm located in Chicago), and CFO and then President of a venture capital backed company in Chicago. Mr. O'Hara, a Tel shareholder for many years, owns 112,100 shares of the Company's stock. Reporting directly to the CEO, Mr. O'Hara will be responsible for overseeing all Company operations. "I am pleased to have Mr. O'Hara as an integral part of our management team. I am confident that he will help provide the Company with long- term strategic, financial, and technological direction." said Mr. Harold K. Fletcher, CEO. From a business development standpoint, Tel is pleased to announce the receipt of a $407,000 order for 14 TR-401 test units from a major U.S. military airframe manufacturer. These units are scheduled to be delivered in the second and third quarters of the current fiscal year. The TR-401 is a digitally-based RF test set that represents the culmination of several years of research and development effort. While the TR-401 is a specialized product that is not expected to have significant future market potential, the core RF technology will form the foundation for Tel's next generation test sets and will be an integral component of the AN/USM-708 (CRAFT). The TR-401 development and product testing process has allowed Tel to validate the functionality of its new digital design with an extremely sophisticated customer prior to introduction of this new technology in its core product lines. Tel-Instrument is a leading designer and manufacturer of avionics test equipment for the general aviation, commercial aviation, and government/military aviation markets, both domestically and internationally. Tel-Instrument provides instruments to test a wide range of navigation, communication and databus equipment. For further information please visit our website at www.telinstrument.com. Innerspace Technology, Inc. (www.innerspacetechnology.com), a division of the Company, designs, manufactures and distributes a variety of shipboard and underwater instruments to support hydrographers, oceanographers, researchers, engineers, geophysicists, and surveyors worldwide. CONTACT: Tel-Instrument Electronics Corp Mr. Joseph P. Macaluso, 201-933-1600 -----END PRIVACY-ENHANCED MESSAGE-----