The LGL Group, Inc. Adds Over-Subscription Privilege to Outstanding Warrants, Files Post-Effective Amendment to the Related Registration Statement
- Addition of Over-Subscription Privilege provides warrant holders additional opportunity to acquire shares
- Extended exercise period until November 17, 2025 gives holders more time to exercise warrants
- Holders who exercise warrants before October 16, 2025 will not be eligible for Over-Subscription Privilege
- Exercise price of $4.75 for five warrants represents a previous downward adjustment due to M-tron Industries spinoff
Orlando, Florida--(Newsfile Corp. - June 5, 2025) - The LGL Group, Inc. (NYSE American: LGL) (NYSE American: LGL WS) ("LGL Group" or the "Company") today announced that is has added an Over-Subscription Privilege to its outstanding warrants to purchase common stock which were originally issued as a dividend to LGL Group stockholders on November 16, 2020 (the "Warrants"). The Company will file with the Securities and Exchange Commission (the "SEC") a post-effective amendment to its related registration statement on Form S-1 that, once declared effective, will permit holders to exercise the Warrants up and until to their expiration at the close of business on November 16, 2025, a Sunday, which allows holders to exercise the Warrants by the close of business on November 17, 2025 (the "Expiration Date").
Current Exercise Price of Warrants
As a result of the previously announced downward adjustment of the exercise price triggered by the spinoff of M-tron Industries, Inc., five (5) Warrants are exercisable to purchase one share of common stock at an exercise price of
Addition of Over-Subscription Privilege
The Company has amended the warrant agreement to add an Over-Subscription Privilege that will from and after close of business on October 16, 2025 (the "Over-Subscription Commencement Date") until the Expiration Date allow warrant holders to subscribe for additional shares of common stock that remain unsubscribed as a result of any unexercised Warrants. The total number of shares of common stock that will be available to all holders who exercise their Warrants and elect the Over-Subscription Privilege will be the number of shares which are not subscribed for as of the Expiration Date pursuant to the basic warrant exercise rights of all holders. Holders that exercise the Warrants prior to the Over-Subscription Commencement Date will not be entitled to subscribe for additional shares pursuant to the Over-Subscription Privilege.
Further information concerning how to exercise LGL Group Warrants can be found on the Warrant FAQ page of the Company's website at www.lglgroup.com/WarrantFAQ.
None of the Company, its board of directors or employees has made or is making any representation or recommendation to any holder of the Warrants as to whether to exercise or refrain from exercising any Warrants.
Pending Registration
LGL Group will file with the SEC a post-effective registration statement on Form S-1 (No. 333-158319) that includes a prospectus relating to the offering of the shares of common stock issuable upon exercise of the Warrants. The securities being registered may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. Copies of the prospectus for the offering may be obtained, when available, for free by visiting EDGAR on the SEC website at www.sec.gov.
Warrant Agent
Computershare Inc. and its wholly-owned subsidiary, Computershare Trust Company, N.A. (together "Computershare"), serve as the Company's warrant agent. All holders of LGL Group's warrants should direct all questions concerning the Warrants to Computershare at:
| By telephone (within the U.S., U.S. territories and Canada): | 1-800-546-5141 |
| By telephone (outside the U.S., U.S. territories and Canada): | 1-781-575-2765 |
| If delivering by U.S. mail: | Computershare Trust Company, N.A. c/o Voluntary Corporate Actions P.O. Box 43011 Providence, RI 02940-3011 |
| If delivering by courier: | Computershare Trust Company, N.A. c/o Voluntary Corporate Actions 150 Royall Street, Suite V Canton, MA 02021 |
The warrant FAQs relating to their original issuance and amendments made to date can be found:
www.lglgroup.com/WarrantFAQ
About The LGL Group, Inc.
The LGL Group, Inc. ("LGL," "LGL Group," or the "Company") is a holding company engaged in services, merchant investment and manufacturing business activities. Precise Time and Frequency, LLC ("PTF") is a globally positioned producer of industrial Electronic Instruments and commercial products and services. Founded in 2002, PTF operates from our design and manufacturing facility in Wakefield, Massachusetts. Lynch Capital International LLC is focused on the development of value through investments.
LGL Group was incorporated in 1928 under the laws of the State of Indiana, and in 2007, the Company was reincorporated under the laws of the State of Delaware as The LGL Group, Inc. We maintain our executive offices at 2525 Shader Road, Orlando, Florida 32804. Our telephone number is (407) 298-2000. Our Internet address is www.lglgroup.com. LGL Group common stock and warrants are traded on the NYSE American under the symbols "LGL" and "LGL WS," respectively.
LGL Group's business strategy is primarily focused on growth through expanding new and existing operations across diversified industries. The Company's engineering and design origins date back to the early 1900s. In 1917, Lynch Glass Machinery Company ("Lynch Glass"), the predecessor of LGL Group, was formed and emerged in the late 1920s as a successful manufacturer of glass-forming machinery. Lynch Glass was then renamed Lynch Corporation ("Lynch") and was incorporated in 1928 under the laws of the State of Indiana. In 1946, Lynch was listed on the "New York Curb Exchange," the predecessor to the NYSE American. The Company has a had a long history of owning and operating various business in the precision engineering, manufacturing, and services sectors.
Cautionary Note Concerning Forward-Looking Statements
This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, such as those pertaining to the Company's financial condition, results of operations, business strategy and financial needs. All statements other than statements of current or historical fact contained in this press release are forward-looking statements. The words "believe," "expect," "anticipate," "should," "plan," "will," "may," "could," "intend," "estimate," "predict," "potential," "continue" or the negative of these terms and similar expressions, as they relate to LGL Group, are intended to identify forward-looking statements.
These forward-looking statements are largely based on current expectations and projections about future events and financial trends that may affect the financial condition, results of operations, business strategy and financial needs of the Company. They can be affected by inaccurate assumptions, including the risks, uncertainties and assumptions described in the filings made by LGL Group with the Securities and Exchange Commission ("SEC"), including those risks set forth under the heading "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2024 as filed with the SEC on March 31, 2025. In light of these risks, uncertainties and assumptions, the forward-looking statements in this press release may not occur and actual results could differ materially from those anticipated or implied in the forward-looking statements. When you consider these forward-looking statements, you should keep in mind these risk factors and other cautionary statements in this press release.
These forward-looking statements speak only as of the date of this press release. LGL Group undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. Accordingly, readers are cautioned not to place undue reliance on these forward-looking statements. For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.
No Offer or Solicitation
This press release is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy common stock of the Company or any other securities and shall not constitute an offer, solicitation or sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
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Contact:
The LGL Group, Inc.
info@lglgroup.com
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/254602
FAQ
What is the exercise price for LGL Group (LGL) warrants?
When do the LGL Group warrants expire?
What is the Over-Subscription Privilege for LGL warrants?
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When was the Over-Subscription Privilege added to LGL warrants?
