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, 13 2024

TEL-INSTRUMENT ELECTRONICS CORP.

(Exact name of registrant as specified in its charter)

New Jersey	001-31990	22-1441806
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

One Branca Road

East Rutherford, New Jersey 07073

(Address of principal executive offices)

(201) 933-1600

(Telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
N/A	N/A	N/A

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events. 

On June 12, 2024, Tel-Instrument Electronics Corp. (the “Company”) issued a press release announcing AIRBUS has selected the Company’s SDR-OMNI flight-line test set for use in their worldwide manufacturing operations. A copy of the Press Release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

The information furnished under this Item 8.01 and in the accompanying Exhibit 99.1 shall not be deemed “filed” for 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 regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing. 

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release, dated June 12, 2024, Tel-Instrument Electronics Corp. Reports Selection of the SDR-OMINI Test Set by AIRBUS
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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 thereunto duly authorized.

	TEL-INSTRUMENT ELECTRONICS CORP.
Date: June 13, 2024	By:	/s/ Jeffrey O’Hara
		Name: Jeffrey O’Hara
		Title: Chief Executive Officer

EX-99.1

Exhibit 99.1 

www.telinstrument.com	One Branca Road East Rutherford, N.J. 07073                                    Tel: (201) 933-1600

Tel-Instrument Electronics Corp. Reports

Selection of the SDR-OMNI Test Set by AIRBUS

East Rutherford, NJ – June 12, 2024 – Tel-Instrument Electronics Corp. (“Tel-Instrument,” “TIC,”) (OTCQB: TIKK), a leading designer and manufacturer of avionics test and measurement solutions, reported the receipt of an initial order from Muirhead, our European distributer, for the new “all-in-one” SDR-OMNI flight-line test set. These units will be sold to Airbus for use in their world-wide manufacturing operations.

Mr. Jeffrey O’Hara, Tel-Instrument’s President and CEO commented: “Airbus has spent the last year conducting an in-depth competitive analysis of our new SDR-OMNI test set. We are thrilled that they have selected the SDR-OMNI for use in their worldwide manufacturing operations. The SDR-OMNI will replace several obsolete test sets currently in use. Airbus cited ease of use and test set speed as major factors in their decision. This validates the significant investment TIC has made in this market-leading test set. The SDR-OMNI has also been approved by Boeing and we are in the process of getting it added to their approved vendor list. We are also introducing a GPS simulator app for this test set which will be available this summer. This new multi-purpose test set will allow our customers to replace up to five single-purpose test sets which will generate significant savings in life cycle support and training costs.”

Keywords: Avionics, Airbus, Boeing, Nav/Comm, ATC, IFR 4000, IFR 6000, IFR 3515, AVX-10K, Viavi, Part-43, ELT, TCAS, ADS-B, UAT, VSWR, distance to fault, DME.

About Tel-Instrument Electronics Corp.

Tel-Instrument is a leading designer and manufacturer of avionics test and measurement solutions for the global commercial air transport, general aviation, and government/military aerospace and defense markets. Tel-Instrument provides instruments to test, measure, calibrate, and repair a wide range of airborne navigation and communication equipment. For further information please visit our website at www.telinstrument.com.

This press release includes statements that are not historical in nature and may be characterized as “forward-looking statements,” including those related to future financial and operating results, benefits, and synergies of the combined companies, statements concerning the Company’s outlook, pricing trends, and forces within the industry, the completion dates of capital projects, expected sales growth, cost reduction strategies, and their results, long-term goals of the Company and other statements of expectations, beliefs, future plans and strategies, anticipated events or trends, and similar expressions concerning matters that are not historical facts. All predictions as to future results contain a measure of uncertainty and, accordingly, actual results could differ materially. Among the factors which could cause a difference are: changes in the general economy; changes in demand for the Company’s products or in the cost and availability of its raw materials; the actions of its competitors; the success of our customers; technological change; changes in employee relations; government regulations; litigation, including its inherent uncertainty; difficulties in plant operations and materials; transportation, environmental matters; and other unforeseen circumstances.  A number of these factors are discussed in the Company’s previous filings with the U.S. Securities and Exchange Commission. The Company disclaims any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this press release. The safe harbor for forward-looking statements contained in the Securities Litigation Reform Act of 1995 (the “Act”) protects companies from liability for their forward-looking statements if they comply with the requirements of the Act.

Contact:	Pauline Romeo
	Tel-Instrument Electronics Corp.
	(201) 933-1600 (Ext 309)

XML

Document And Entity Information	Jun. 13, 2024
Document Information Line Items
Entity Registrant Name	TEL-INSTRUMENT ELECTRONICS CORP.
Document Type	8-K
Amendment Flag	false
Entity Central Index Key	0000096885
Document Period End Date	Jun. 13, 2024
Entity Emerging Growth Company	false
Entity Incorporation, State or Country Code	NJ
Entity File Number	001-31990
Entity Tax Identification Number	22-1441806
Entity Address, Address Line One	One Branca Road
Entity Address, City or Town	East Rutherford
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07073
City Area Code	(201)
Local Phone Number	933-1600
Title of 12(b) Security	N/A
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
No Trading Symbol Flag	true