LGL Announces Approval of Spin-off and Holdings of IRNT Shares
October 01 2021 - 4:30PM
Business Wire
The LGL Group, Inc. (“LGL” or “the Company”) announced today
that its Board of Directors (“BOD”) has approved a spin-off of the
MTronPTI subsidiary. The Company had previously announced its
exploration of this potential spin-off transaction and will now
proceed with the spin-off, which will be submitted to a shareholder
vote for approval.
As a result of the business combination and LGL Group’s
investment in the SPAC (“DFNS”) sponsor, LGL Systems Acquisition
Holding Company, LLC., LGL were distributed in kind 2,843,935
shares of IRNT, of which 1,543,935 shares had their restrictions on
sale lifted as of today’s IRNT resale S-1 effectiveness, and
1,300,000 shares are restricted from sale for at least six months
from the date of closing and are subject to the applicable
shareholder lock-up agreements. In an effort to continue its
stakeholder responsibilities in the context of global corporate
citizenship, the company made a charitable gift of 50,000 of these
IRNT shares for charity. LGL Group continues to hold a partnership
interest in LGL Systems Acquisition Holding Company, LLC, although
it is expected to be immaterial.
While the Company’s SPAC investment offers potential returns it
also provides increasingly positive network effects for the benefit
of LGL Group’s shareholders for the longer term, including with
merger and acquisition opportunities. “We are generally pleased
with the SPAC team’s efforts in analyzing over 100 deals and
ultimately effecting a business combination with IronNet,” said
Marc Gabelli, the LGL Chairman, former DFNS CEO and along with
Michael Ferrantino, a former DFNS Board member. “IronNet is an
important actor protecting our national interest against a
relentless and invisible enemy” he continued. According to IronNet
filings, “IronNet’s Collective Defense platform offers network
detection and response (NDR) capabilities for advanced
behavioral-based detection of unknown cyber threats via its
IronDefense solution, and a system for real-time threat
intelligence sharing within its IronDome solution. The platform
provides a radar-like view of potential incoming attacks—a
capability that is especially critical for rapidly detecting and
mitigating advanced persistent threat attacks, where individual
companies and organizations are forced to defend against
nation-state-level cyber capabilities. This real-time picture
empowers organizations to more proactively defend against
cyberattacks, both on-premise and in the cloud. The IronNet
Collective Defense platform is the only solution that can both
identify anomalous behaviors on enterprise networks and share this
attack intelligence anonymously and in real-time among Collective
Defense community members.”
The Company further announced the resignation of Robert “Rob”
LaPenta Jr. from LGL’s board of directors and that of its
subsidiary, MTron/PTI, effective September 27, 2021. Marc Gabelli,
the Company’s non-executive Chairman, said, “We would like to thank
Rob for his service to LGL and appreciate his efforts with the SPAC
as he joins the Board of IronNet. We wish him all the best.”
Mike Ferrantino, LGL’s CEO, stated, “The Company’s sponsorship
of the SPAC that resulted in a business combination with IronNet
has been successful and should prove to be profitable. We will
prudently monitor our investment and work to maximize LGL’s benefit
for our shareholders. Our shareholders should note that our
investment in IRNT will transition to mark-to-market accounting,
which may not reflect the actual return we might expect upon the
sale of our IRNT stock.”
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 Statements
This press release may contain forward-looking statements made
in reliance upon the safe harbor provisions of Section 27A of the
Securities Act of 1933, as amended, and Section 21 E of the
Securities Exchange Act of 1934, as amended. Forward-looking
statements include all statements that do not relate solely to
historical or current facts, and can be identified by the use of
words such as “may,” “will,” “expect,” “project,” “estimate,”
“anticipate,” “plan,” “believe,” “potential,” “should,” “continue”
or the negative versions of those words or other comparable words.
These forward-looking statements are not guarantees of future
actions or performance. These forward-looking statements are based
on information currently available to us and our current plans or
expectations, and are subject to a number of uncertainties and
risks that could significantly affect current plans, anticipated
actions and our future financial condition and results. Certain of
these risks and uncertainties are described in greater detail in
our filings with the Securities and Exchange Commission. We are
under no obligation to (and expressly disclaim any such obligation
to) update or alter our forward-looking statements, whether as a
result of new information, future events or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20211001005697/en/
James Tivy The LGL Group, Inc. jtivy@lglgroup.com (407)
298-2000
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