sec document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): September 14, 2004
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LYNCH CORPORATION
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(Exact Name of Registrant as specified in Charter)
Indiana 1-106 38-1799862
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
50 Kennedy Plaza, Suite 1250, Providence, RI 02903
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: 401-453-2007
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(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 (see General Instruction A.2. below):
[ ] 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))
Item 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On September 14, 2004, Lynch Corporation, Inc. (the "Company") signed
a definitive agreement with Piezo Technology, Inc., a Florida corporation
("PTI"), the shareholders of PTI (the "Shareholders") and the trustees of the
Amended and Restated Employee Stock Ownership Plan and Trust for Employees of
Piezo Technology, Inc. dated September 23, 2002 (the "Trustees") to purchase all
of the issued and outstanding common stock of PTI for approximately $8.7 million
cash.
Consummation of this transaction will be effective September 30, 2004
and is scheduled to occur on October 12, 2004. Consummation of this transaction
is subject to customary closing conditions, including the receipt of a
satisfactory fairness opinion.
Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
EXHIBIT NO. EXHIBITS
10.1 Agreement for Purchase and Sale of Shares
dated September 14, 2004, by and among
M-tron, PTI, the Shareholders and the
Trustees.
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 hereunto duly authorized.
LYNCH CORPORATION
By: /s/ Raymond H. Keller
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Raymond H. Keller
Chief Financial Officer and Vice President
September 14, 2004