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LGL > SEC Filings for LGL > Form 8-K on 23-Sep-2009All Recent SEC Filings

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Form 8-K for LGL GROUP INC


23-Sep-2009

Entry into a Material Definitive Agreement, Financial Statements and Exhibits


Item 1.01. Entry into a Material Definitive Agreement.

On September 17, 2009, M-tron Industries, Inc. ("Mtron") and Piezo Technology Inc. ("Piezo", and together with Mtron, "MtronPTI"), each a wholly-owned subsidiary of The LGL Group, Inc. (the "Company"), entered into a Modification Agreement, dated as of August 18, 2009 (the "Modification Agreement"), with RBC Bank (USA) ("RBC"). A copy of the Modification Agreement is filed herewith as Exhibit 10.1 and incorporated herein by reference.

The Modification Agreement amended the terms of an existing term loan provided for under that certain loan agreement, dated as of September 30, 2005 (the "Loan Agreement"), by and between MtronPTI and RBC. The Modification Agreement amended the terms of the Loan Agreement to, among other things, (a) increase the amount of the tangible net worth minimum requirement to $5,500,000, (b) limit the amount of subordinated debt counting towards MtronPTI's tangible net worth minimum requirement to $4,500,000, (c) carve out up to $4,500,000 in subordinated debt from MtronPTI's total liabilities for the purpose of determining MtronPTI's compliance with its covenant to maintain a ratio of total liabilities to tangible net worth of not greater than 4.00 to 1.00, and (d) for any calendar quarter during the period commencing on April 1, 2009 and ending on March 31, 2010, allow MtronPTI up to 45 days after the end of such calendar quarter to cure a financial covenant default.

The foregoing description of the Modification Agreement is not complete and is qualified in its entirety by reference to the full text of the Modification Agreement, which is filed herewith and incorporated herein by reference.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description
10.1        Modification Agreement, dated as of August 18, 2009, by
            and among M-tron Industries, Inc., Piezo Technology
            Inc. and RBC Bank (USA).

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