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): March 8, 2006
FREQUENCY ELECTRONICS, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-8061 11-1986657
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.
55 Charles Lindbergh Blvd., Mitchel Field, NY 11553
(Address of principal executive offices) (Zip Code)
(516) 794-4500
(Registrant's telephone number, including area code)
NONE
(Former name, address and fiscal year, if changed since last report)
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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))
Page 1 of 4 pages
ITEM 8.01 OTHER EVENTS
On March 8, 2006, the board of directors of registrant declared a cash
dividend pursuant to its current policy for payment of cash dividends. The cash
dividend is in the per share amount of $0.10 on the common stock of the
registrant, payable on June 1, 2006 to stockholders of record of such stock at
the close of business on April 30, 2006.
Registrant's cash dividend policy calls for the declaration and payment of
dividends to holders of registrant's common stock:
a. Subject to the discretion and satisfaction of registrant's board
of directors with registrant's financial condition, results of
its operations, and its prospects for future investments in
growth, at the time of the declaration of such dividends; and
b. Subject to the discretion and satisfaction of the board as
aforesaid in declaring such dividends, to be paid on each of June
1 and December 1 to the shareholders of record, respectively, at
the close of business on April 30 and October 31.
ITEM 9.01 (c). EXHIBITS.
99.1 Press Release of Frequency Electronics, Inc., dated March 9, 2006.
SIGNATURES
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.
FREQUENCY ELECTRONICS, INC.
By: /s/ Alan Miller
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Alan Miller
Chief Financial Officer
and Treasurer
Dated: March 9, 2006
Exhibit 99.1
PRESS RELEASE
FEI DECLARES SEMI-ANNUAL DIVIDEND
Mitchel Field, NY, March 9, 2006 - The Board of Directors of Frequency
Electronics, Inc. (AMEX-FEI) has declared a cash dividend of $0.10 per share,
payable on June 1, 2006 to shareholders of record on April 30, 2006. The Board
took this action in conformance with its established policy regarding a
semi-annual cash dividend.
About Frequency Electronics
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Frequency Electronics, Inc. is a world leader in the design, development and
manufacture of high precision timing, frequency control and synchronization
products for space and terrestrial applications. The Company's products are used
in commercial, government and military systems, including satellite payloads,
missiles, UAVs, piloted aircraft, GPS, secure radios, SCADA, energy exploration
and wireline and wireless communication networks. The Company has received over
60 awards of excellence for achievements in providing high performance
electronic assemblies for over 120 space programs. The Company invests
significant resources in research and development and strategic acquisitions
world-wide to expand its capabilities and markets. The Company's Belgium-based
Gillam-FEI subsidiary provides the Company with expertise in wireline network
synchronization, monitoring and SCADA. FEI-Zyfer in Anaheim, CA, provides GPS
and secure timing ("SAASM") capabilities for critical military and commercial
applications. The Company has an affiliate in St. Petersburg, Russia which
supplies high-quality, cost effective quartz oscillators and components.
Additionally, the Company operates a new, modern manufacturing facility in
Tianjin, China through its wholly-owned subsidiary, FEI-Asia. Additional
information is available on FEI's website: www.frequencyelectronics.com
Safe Harbor Statement under the Private Securities Litigation Reform Act of
1995: The Statements in this press release regarding the future constitute
"forward-looking" statements pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. Forward-looking statements
inherently involve risks and uncertainties that could cause actual results to
differ materially from the forward-looking statements. Factors that would cause
or contribute to such differences include, but are not limited to, inability to
integrate operations and personnel, actions by significant customers or
competitors, general domestic and international economic conditions, consumer
spending trends, reliance on key customers, continued acceptance of the
Company's products in the marketplace, competitive factors, new products and
technological changes, product prices and raw material costs, dependence upon
third-party vendors, competitive developments, changes in manufacturing and
transportation costs, the availability of capital, and other risks detailed in
the Company's periodic report filings with the Securities and Exchange
Commission. By making these forward-looking statements, the Company undertakes
no obligation to update these statements for revisions or changes after the date
of this release.
Contact information: Alan Miller, CFO, or General Joseph P. Franklin, Chairman:
TELEPHONE: (516) 794-4500 WEBSITE: www.frequencyelectronics.com