Machine learning predictions based on historical earnings data and price patterns
1-Day Prediction
-0.26%
$7.41
0% positive prob.
5-Day Prediction
-3.92%
$7.13
0% positive prob.
20-Day Prediction
-7.56%
$6.86
0% positive prob.
SEC 8-K filings with transcript text
Aug 14, 2026 · 100% conf.
1D
-0.26%
$7.41
Act: +0.74%
5D
-3.92%
$7.13
20D
-7.56%
$6.86
lglg20260521_8k.htm
false 0000061004
0000061004
2026-08-14 2026-08-14
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): August 14, 2026
(Exact Name of Registrant as Specified in Charter)
Delaware
001-00106
38-1799862
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
2525 Shader Road, Orlando, FL
32804
(Address of Principal Executive Offices)
(Zip Code)
(202) 780-5941
(Registrant’s Telephone Number, Including Area Code)
(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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01
LGL
NYSE American
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange 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 2.02.
Results of Operations and Financial Condition
On August 14, 2026, The LGL Group, Inc. ("LGL Group" or the "Company") issued a press release announcing its financial results for the second quarter ended June 30, 2026. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
The information in this Current Report on Form 8-K, including the exhibits hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any future filings by the Company under the Securities Act of 1933, as amended, or under the Exchange Act, unless the Company expressly sets forth in such future filing that such information is to be considered "filed" or incorporated by reference therein.
Item 9.01.
Financial Statements and Exhibits
(d)
Exhibits
Exhibit No.
Description
99.1
Press Release of The LGL Group, Inc. dated August 14, 2026.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
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.
(Registrant)
Date: August 14, 2026
By:
/s/ Patrick Huvane
Name:
Patrick Huvane
Title:
Executive Vice President - Business Development
May 11, 2026
lglg20260316_8k.htm
false 0000061004
0000061004
2026-05-11 2026-05-11
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 11, 2026
(Exact Name of Registrant as Specified in Charter)
Delaware
001-00106
38-1799862
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
2525 Shader Road, Orlando, FL
32804
(Address of Principal Executive Offices)
(Zip Code)
(407) 298-2000
Registrant’s Telephone Number, Including Area Code
(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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01
LGL
NYSE American
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange 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 2.02.
Results of Operations and Financial Condition
On May 11, 2026, The LGL Group, Inc. (the "Company") issued a press release (the "Press Release") announcing its financial results for the first quarter ended March 31, 2026. A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated by reference in this Item 2.02.
The information furnished pursuant to this Item 2.02 of this Current Report on Form 8-K, including the exhibits hereto, shall not be considered "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any future filings by the Company under the Securities Act of 1933, as amended, or under the Exchange Act, unless the Company expressly sets forth in such future filing that such information is to be considered "filed" or incorporated by reference therein.
Item 9.01.
Financial Statements and Exhibits
(d)
Exhibits
Exhibit No.
Description
99.1
Press Release of The LGL Group, Inc. dated May 11, 2026.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
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.
(Registrant)
Date: May 11, 2026
By:
/s/ Patrick Huvane
Name:
Patrick Huvane
Title:
Executive Vice President - Business Development
Nov 13, 2025
lglg20250919_8k.htm
false 0000061004
0000061004
2025-11-13 2025-11-13
0000061004
lgl:CommonStockParValue001CustomMember
2025-11-13 2025-11-13
0000061004
lgl:WarrantsToPurchaseCommonStockParValue001CustomMember
2025-11-13 2025-11-13
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): November 13, 2025
(Exact Name of Registrant as Specified in Charter)
Delaware
001-00106
38-1799862
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
2525 Shader Road, Orlando, FL
32804
(Address of Principal Executive Offices)
(Zip Code)
(407) 298-2000
Registrant’s Telephone Number, Including Area Code
(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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01
LGL
NYSE American
Warrants to Purchase Common Stock, par value $0.01
NYSE American
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange 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 2.02.
Results of Operations and Financial Condition
On November 13, 2025, The LGL Group, Inc. (the "Company") issued a press release (the "Press Release") announcing its financial results for the third quarter ended September 30, 2025. A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be considered "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, unless the Company expressly sets forth in such filing that such information is to be considered "filed" or incorporated by reference therein.
Item 9.01.
Financial Statements and Exhibits
(d)
Exhibits
Exhibit No.
Description
99.1
Press Release of The LGL Group, Inc. dated November 13, 2025.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
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.
(Registrant)
Date: November 13, 2025
By:
/s/ Patrick Huvane
Name:
Patrick Huvane
Title:
Executive Vice President - Business Development
Sep 22, 2025
lglg20250520_8k.htm
false 0000061004
0000061004
2025-09-18 2025-09-18
0000061004
lgl:CommonStockParValue001CustomMember
2025-09-18 2025-09-18
0000061004
lgl:WarrantsToPurchaseCommonStockParValue001CustomMember
2025-09-18 2025-09-18
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): September 22, 2025 (September 18, 2025)
(Exact Name of Registrant as Specified in Charter)
Delaware
001-00106
38-1799862
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
2525 Shader Road, Orlando, FL
32804
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s Telephone Number, Including Area Code: (407) 298-2000
(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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01
LGL
NYSE American
Warrants to Purchase Common Stock, par value $0.01
NYSE American
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange 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 2.02.
Results of Operations and Financial Condition
On September 18, 2025, The LGL Group, Inc. ("LGL Group" or the "Company") issued a press release (the "Press Release") announcing its financial results for the second quarter ended June 30, 2025. A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated by reference in this Item 2.02.
The information furnished pursuant to this Item 2.02 of this Current Report on Form 8-K, including the exhibits hereto, shall not be considered "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any future filings by the Company under the Securities Act of 1933, as amended, or under the Exchange Act, unless the Company expressly sets forth in such future filing that such information is to be considered "filed" or incorporated by reference therein.
Item 7.01.
Regulation FD Disclosure
On September 18, 2025, LGL Group made available a slide presentation that accompanied LGL Group's presentation at the Sidoti Small Cap Conference on September 18, 2025. These slides are available on LGL Group's investor relations website at www.lglgroup.com/investor-relations.
A copy of the presentation is attached hereto as Exhibit 99.2.
Item 8.01.
Other Events
On September 17, 2025, the Board of Directors of LGL Group authorized the Company to repurchase up to 100,000 of shares of its outstanding common stock under its existing stock repurchase authorization, which had 540,000 shares remaining available for repurchase. The shares may be repurchased from time to time in the open market, in privately negotiated transactions, or by other means in accordance with applicable securities laws. The timing, manner, price, and amount of any repurchases will be determined by the Company in its discretion, depending on economic and market conditions, stock price, applicable legal requirements, and other factors.
The stock repurchase program does not obligate the Company to acquire any particular number of shares, and the program may be suspended or discontinued at any time at the Company’s discretion.
Item 9.01.
Financial Statements and Exhibits
(d)
Exhibits
Exhibit No.
Description
99.1
Press Release of The LGL Group, Inc. dated September 18, 2025.
99.2 The LGL Group, Inc. Investor Presentation.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
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 undersign
May 15, 2025
lglg20250404c_8k.htm
false 0000061004
0000061004
2025-05-15 2025-05-15
0000061004
lgl:CommonStockParValue001CustomMember
2025-05-15 2025-05-15
0000061004
lgl:WarrantsToPurchaseCommonStockParValue001CustomMember
2025-05-15 2025-05-15
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 15, 2025
(Exact Name of Registrant as Specified in Charter)
Delaware
001-00106
38-1799862
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
2525 Shader Road, Orlando, FL
32804
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s Telephone Number, Including Area Code: (407) 298-2000
(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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01
LGL
NYSE American
Warrants to Purchase Common Stock, par value $0.01
NYSE American
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange 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 2.02.
Results of Operations and Financial Condition
On May 15, 2025, The LGL Group, Inc. (the "Company") issued a press release (the "Press Release") announcing its financial results for the first quarter ended March 31, 2025. A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated by reference in this Item 2.02.
The information furnished pursuant to this Item 2.02 of this Current Report on Form 8-K, including the exhibits hereto, shall not be considered "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any future filings by the Company under the Securities Act of 1933, as amended, or under the Exchange Act, unless the Company expressly sets forth in such future filing that such information is to be considered "filed" or incorporated by reference therein.
Item 9.01.
Financial Statements and Exhibits
(d)
Exhibits
Exhibit No.
Description
99.1
Press Release of The LGL Group, Inc. dated May 15, 2025.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
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.
(Registrant)
Date: May 15, 2025
By:
/s/ Patrick Huvane
Name:
Patrick Huvane
Title:
Executive Vice President - Business Development
Apr 1, 2025
lglg20250106c_8k.htm
false 0000061004
0000061004
2025-04-01 2025-04-01
0000061004
lgl:CommonStockParValue001CustomMember
2025-04-01 2025-04-01
0000061004
lgl:WarrantsToPurchaseCommonStockParValue001CustomMember
2025-04-01 2025-04-01
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): April 1, 2025
(Exact Name of Registrant as Specified in Charter)
Delaware
001-00106
38-1799862
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
2525 Shader Road, Orlando, FL
32804
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s Telephone Number, Including Area Code: (407) 298-2000
(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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01
LGL
NYSE American
Warrants to Purchase Common Stock, par value $0.01
NYSE American
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange 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 2.02.
Results of Operations and Financial Condition
On April 1, 2025, The LGL Group, Inc. (the "Company") issued a press release (the "Press Release") announcing its financial results for the fourth quarter and full fiscal year ended December 31, 2024. A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference in this Item 2.02.
The information furnished under this Item 2.02, including 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 otherwise subject to the liabilities under that section and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated by specific reference in any such filing.
Item 9.01.
Financial Statements and Exhibits
(d)
Exhibits
Exhibit No.
Description
99.1
Press Release of The LGL Group, Inc. dated April 1, 2025.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
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.
(Registrant)
Date: April 1, 2025
By:
/s/ Christopher L. Nossokoff
Name:
Christopher L. Nossokoff
Title:
Vice President - Finance
Nov 13, 2024
Aug 13, 2024
May 15, 2024
Apr 2, 2024
Aug 23, 2023
Jun 23, 2023
Nov 14, 2022
Aug 10, 2022
May 12, 2022
Feb 14, 2022
Nov 15, 2021
2 lgl-ex991_6.htm
lgl-ex991_6.htm
Exhibit 99.1
ORLANDO, FL November 15, 2021 – The LGL Group, Inc. (NYSE American: LGL) (the “Company” or “LGL”) announced its financial results for the three and nine months ended September 30, 2021.
•
Operating revenues declined to $7.5 million from $8.1 million for the prior year quarter, and declined to $20.9 million for the nine months ended September 30, 2021 compared to $23.7 million for the prior year nine months
•
Business units of Avionics and Defense continue to gain traction from Pre-Covid levels while cost push inflationary pressures remain prevalent throughout the operations
•
Backlog improvement of $21.8 million versus $19.8 million at December 31, 2020 and $21.5 million at September 30, 2020
•
Net cash position, including marketable securities, of $66.4 million ($44.4 million of which are IRNT common stock and warrant holdings)
•
Income before income taxes of $40.8 million compared to $0.8 million included $40.3 million as a result of one-time transactions related to the Company’s SPAC investment
•
Net income of $31.8 million compared to last year’s earnings of $0.6 million
•
Diluted net income per share of $5.97 compared to $0.12 per share for the prior year quarter
•
Adjusted EBITDA was $0.7 million compared to $0.9 million for Q3 2020 and $1.7 million compared to $2.0 million for Q3 YTD 2020
Mike Ferrantino, Chief Executive Officer, stated, “Despite the supply chain and constrained workforce headwinds, we executed well, hiring several key positions and securing critical inventory to meet our customer orders. The avionics market is slowly recovering, and we continue to gain design wins in our key space, defense and aerospace markets.”
Revenues from operations were $7.5 million versus $8.1 million for the third quarter of 2020, 7.1% below prior year. The revenue decline reflects strong third quarter 2020 defense product shipments after experiencing production delays in the prior quarter from the India plant shutdown as well as lower 2021 shipments to the avionics market. The backlog was $21.8 million versus $19.8 million at the beginning of the year and $21.5 million for third quarter 2020. Quarterly bookings of $8.0 million increased 13.8% above the third quarter of 2020. Orders have shown sequential improvement each quarter throughout the year but continue to remain below average quarterly pre-COVID-19 levels.
Gross margins were 36.2% compared to 35.5% for the prior year quarter benefiting from favorable product mix and cost reductions including the elimination of certain previously required costs to preserve manufacturing capabilities in response to the COVID-19 impacts on our business.
Excluding the $1.3 million non-cash charitable donation of IRNT common stock, operating income was $0.6 million compared to operating income of $0.7 million for the third quarter of 2020. The impact of lower third quarter revenue somewhat offset by higher margins also contributed to the operating profit decline.
“For analytical purposes, LGL’s ‘bottom-line’ will be fairly difficult to interpret this quarter. As a result of the GAAP requirement that we value stock price changes from our equity investments and flow that through the income statement to net income, investors should expect that large swings in our quarterly GAAP earnings will continue.” said James Tivy, LGL’s CFO.
Net income was $31.8 million for the three and nine months ended September 30, 2021 compared to $0.6 million and $1.1 million for the prior year three and nine month periods, respectively. Diluted earnings per share was $5.97 and $6.03 per share for the three and nine months ended September 30, 2021,
respectively, and compared to diluted earnings per share of $0.12 and $0.21 for the prior year three and nine month periods. The significant increase reflects the favorable results of the Company’s Sponsor investment triggered by the IronNet business combination. Weighted average shares outstanding at September 30, 2021 and 2020 were 5.3 million.
Quarterly adjusted EBITDA, a non-GAAP measure, was $0.7 million in the third quarter of 2021 versus $0.9 million in the third quarter of 2020. (See non-GAAP reconciliation in the Appendix.)
LGL Systems SPAC Investment
For the period ending September 30, 2021, LGL recorded a significant non-recurring item in its receipt of NYSE listed equity from its investment in a SPAC sponsor. In 2019 the Company invested in LGL Systems Acquisition Holdings, LLC, the sponsor of LGL Systems Acquisition Corp. Inc., a NYSE listed special purpose acquisition company (“SPAC”) trading under the symbol “DFNS”. DFNS completed a business combination with IronNet Cybersecurity, Inc. in the third quarter of 2021 and began trading on the NYSE under the symbol “IRNT”. The total investment in the sponsor of $6.1 million was originally reported under the equity method of acc
Aug 16, 2021
2 lgl-ex991_6.htm
lgl-ex991_6.htm
Exhibit 99.1
LGL Announces Exploration of Potential Spin-off of MTronPTI Business
ORLANDO, FL, August 12, 2021 – The LGL Group, Inc. (“LGL” or “the Company”) announced today that its board of directors has authorized the company’s management team to explore a potential spin-off of its MTronPTI business into a newly created and separately traded public company.
The LGL Group continues to strive for profitable growth internally and by acquisition. LGL believes that, if completed, the potential spin-off would enable shareholders to more clearly evaluate the performance and future potential of each entity on a standalone basis, while allowing each to pursue its own distinct business strategy and capital allocation policy. Separating MTronPTI as an independent, publicly owned company positions the business to increase value to both MtronPTI and LGL Group. The spin-off permits each company to tailor its strategic plans and growth opportunities, more efficiently raise and allocate resources, including capital raised through debt or equity offerings, flexibly use its own stock as currency for teammate incentive compensation and potential acquisitions and provide investors a more targeted investment opportunity.
The LGL Group has successfully spun off several businesses over its history, including Lynch Interactive, The Morgan Group, Tremont Advisors and others. MTronPTI itself sought to become an independently listed company via an IPO, filing a form S-1 registration statement with Needham & Company as the underwriter in 2000. This IPO was pulled as a result of market conditions. MTron has an established and formidable presence in its key markets today and if the spinoff is completed, the standalone MTronPTI would continue providing market-leading engineered solutions to its defense and aerospace customers. The potential Spin-off is thus a continuation of the company’s strategy of developing businesses and positioning them as independent entities to enhance shareholder value and alignment. If LGL proceeds with the spin-off, it would be structured as a tax-free, pro-rata distribution to all LGL shareholders as of a record date to be determined by the board of directors of LGL. If completed, upon effectiveness of the transaction, LGL shareholders would own shares of both companies.
“We are exploring a potential spin-off transaction because we believe that, if completed, a spin-off may enhance the successful operation of both the MTronPTI and the LGL businesses and increase their respective values,” said Michael Ferrantino, CEO, LGL. “By splitting the two businesses into separate companies, it may be that the business and related investment spending and capital allocation policies of each company could be managed consistently with each business’ objectives. Establishing specific and independent goals may enable both the LGL and MTronPTI businesses to manage investments and objectives that are more closely tailored to each business’ market needs and customer requirements. Should we move forward with the spin-off, we would expect that the LGL business would be focused on its holdings and investments, while the MTronPTI business would be focused on long-term growth with strong, differentiated profitability in the defense and aerospace markets it serves.”
Completion of any spin-off would be subject to various conditions, including final approval of LGL’s board of directors. There can be no assurance that the potential spin-off transaction will be completed in the manner described above, or at all. If LGL proceeds with the spin-off, it does not expect to complete the transaction earlier than the end of the last quarter of 2021.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor will there be any sale of any securities in any state or other jurisdiction in which such offer, solicitation or sale is not permitted.
(NYSE American: LGL) LGL Group, Inc. is a globally diversified holding company with a history of operations dating back to 1914.
About The LGL Group, Inc.
The LGL Group, Inc., through its two principal subsidiaries MTronPTI and PTF, designs, manufactures and markets highly-engineered electronic components used to control the frequency or timing of signals in electronic circuits, and designs high performance frequency and time reference standards that form the basis for timing and synchronization in various applications.
Headquartered in Orlando, Florida, the Company has additional design and manufacturing facilities in Yankton, South Dakota, Wakefield, Massachusetts and Noida, India, with local sales offices in Hong Kong and Austin, Texas.
For more information on the Company and its products and services, contact James Tivy at The LGL Group, Inc., 2525 Shader Rd., Orlando, Florida 32804, (407) 298-2000, or visit www.lglgroup.com and www.mtronpti.com.
Caution Concerning Forward Looking Sta
Aug 11, 2021
2 lgl-ex991_6.htm
lgl-ex991_6.htm
Exhibit 99.1
ORLANDO, FL August 11, 2021 – The LGL Group, Inc. (NYSE: LGL) (the “Company” or “LGL”), announced its financial results for the three and six months ended June 30, 2021.
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Revenues of $6.9 million compared to Q2 2020 revenues of $7.1 million
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Operating income of $0.6 million versus $0.2 million for the prior year quarterly period
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Diluted net income per share of zero compared to $0.05 per share for the prior year quarter
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Adjusted EBITDA was $0.8 million compared to $0.3 million for Q2 2020
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Backlog was $21.3 million versus $19.8 million at December 31, 2020 and $22.5 million at June 30, 2020
The Company’s President and Chief Executive Officer, Mike Ferrantino, said, “I am optimistic as our markets have started to show improvement and we are beginning to benefit from our strategic and operational initiatives.”
Bill Drafts, President and Chief Executive Officer of LGL’s main operating unit, MtronPTI, stated, “While the avionics market continued to impact our results, we continue to grow our space business and delivered our first integrated microwave assembly to a top tier defense firm, gaining market share and broadening our technical capabilities and product offering.”
Revenues were $6.9 million versus $7.1 million for the second quarter of 2020, 2.5% below prior year. The decline in shipments to the avionics market was mostly offset by strong space business performance. The backlog was $21.3 million versus $20.4 million last quarter and $22.5 million for second quarter 2020. Quarterly bookings of $7.8 million show sequential improvement, from $7.1 million last quarter and $5.8 million in the fourth quarter of 2020, but remain substantially below pre-COVID-19 levels. Improvement in new avionics bookings started last quarter, but deliveries are not being scheduled until early next year; quarterly space market orders also trended upward during 2021.
Gross margins were 39.7% compared to 31.8% for the prior year quarter benefiting from favorable product mix and cost reductions including the elimination of certain previously required costs to preserve manufacturing capabilities in response to the COVID-19 impacts on our business. The Company’s India operation was shut down for five weeks during the second quarter of 2020.
Operating income of $0.6 million compared to $0.2 million for the second quarter of 2020 reflecting the margin improvement.
Loss on equity investment of $0.7 million compared to $0.1 million in last year’s second quarter. The higher loss reflects the impact of SPAC legal and other costs related to the planned third quarter DFNS and IronNet business combination.
Diluted earnings per share of zero compared to $0.05 per share in the second quarter of 2020. The second quarter increase in equity loss from the aforementioned business combination related costs ($0.6 million) offset the Company’s operating income for the period. Weighted average shares outstanding at June 30, 2021 were 5.3 million versus 5.2 million at June 30, 2020.
Quarterly adjusted EBITDA, a non-GAAP measure, was $0.8 million in the second quarter of 2021 versus $0.3 million in the second quarter of 2020. (See GAAP reconciliation in the Appendix.)
The Company’s strong balance sheet reflects a net cash position, including marketable securities, of $21.2 million and total working capital of $28.4 million at June 30, 2021. The Company’s management continues to explore growth organically and through diversified merger and acquisitions and believes the relationship with the SPAC has enhanced its strategic profile in this context.
The previously announced LGL Systems Acquisition Corp. (NYSE-DFNS) business combination agreement with IronNet Cybersecurity, Inc. and related private placement are expected to close in the third quarter of 2021. A DFNS special meeting will be held on August 26, 2021; at which time, approval of the business combination transaction will be voted upon by shareholders.
About The LGL Group, Inc.
The LGL Group, Inc., through its two principal subsidiaries MtronPTI and PTF, designs, manufactures and markets highly-engineered electronic components used to control the frequency or timing of signals in electronic circuits, and designs high performance frequency and time reference standards that form the basis for timing and synchronization in various applications.
Headquartered in Orlando, Florida, the Company has additional design and manufacturing facilities in Yankton, South Dakota, Wakefield, Massachusetts and Noida, India, with local sales offices in Hong Kong and Austin, Texas.
For more information on the Company and its products and services, contact James Tivy at The LGL Group, Inc., 2525 Shader Rd., Orlando, Florida 32804, (407) 298-2000, or visit www.lglgroup.com and www.mtronpti.com.
Caution Concerning Forward Looking Stateme
May 12, 2021
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