UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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): December 28, 2006
Frequency Electronics, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 1-8061 11-1986657
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
55 Charles Lindbergh Blvd., Mitchel Field, New York 11553
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (516) 794-4500
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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 8.01. Other Events.
On January 3, 2007, Frequency Electronics, Inc. (the "Company") announced
that it has entered into a series of agreements with Elcom Technologies, Inc.
("Elcom") pursuant to which Elcom issued to the Company preferred stock, a
convertible note and a 10-year warrant to purchase additional stock,
collectively representing an approximate 20% equity interest in Elcom, in
exchange for cash and shares of the Company's common stock. The Company and
Elcom also entered into a mutual business and facilities support agreement and
the Company obtained an exclusive license to use Elcom's technology in
space-borne applications. A copy of the press release is attached hereto as
Exhibit 99.1.
Item 9.01 (d). Exhibits.
99.1 Press Release of Frequency Electronics, Inc., dated January 3,
2007.
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.
Frequency Electronics, Inc.
Date: January 3, 2007
/s/ Alan Miller
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Alan Miller
Chief Financial Officer and Treasurer
EXHIBIT INDEX
Paper (P) or
Exhibit No. Description Electronic (E)
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99.1 Press Release of Frequency Electronics, Inc., E
dated January 3, 2007.
Exhibit 99.1
PRESS RELEASE
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FREQUENCY ELECTRONICS ACQUIRES INTEREST IN PRODUCER
OF ADVANCED RF MICROWAVE DEVICES
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MITCHEL FIELD, N.Y., January 3, 2007 (PrimeNewswire) -- Frequency Electronics,
Inc. (NASDAQ: FEIM), has acquired an approximate 20% interest in Elcom
Technologies, Inc., a privately-held company located in Rockleigh, New Jersey.
Elcom designs and manufactures high switching speed, low phase noise microwave
synthesizers, up-down converters, receivers, ceramic resonant oscillators and
dielectric resonant oscillators up to 40 GHz. These instruments and components
are critical for communication, surveillance, signal intelligence, automatic
testing, satellite ground stations and satellite payloads.
Frequency and Elcom entered into a mutual business and facilities support
agreement and Frequency obtained an exclusive license to use Elcom's technology
in space-borne applications. Frequency received preferred stock, a convertible
note and 10-year warrant to purchase additional stock in exchange for an
undisclosed amount of cash and shares of Frequency common stock. Cadwalader,
Wickersham & Taft LLP advised Frequency on the transaction.
Commenting on this transaction, Martin Bloch, President and CEO, said: "We are
very pleased to establish this strategic and mutually beneficial relationship
with the team at Elcom. We have acquired a significant ownership participation
in a company with excellent technology and prospects for growth. In addition,
Elcom provides FEI with added technology and resources to design and build
microwave frequency generators, up-down converters and synthesizers for our
expanding space business. Our agreement facilitates Elcom, in conjunction with
FEI, to pursue larger programs where the capabilities of both companies are
critical for best performance and affordability. The combined companies will
pursue systems requiring low phase noise, excellent short-term stability, fast
switching speed, low g-sensitivity, small size and low power in airborne and
other severe mobile environments."
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. FEI's products are used in
commercial, government and military systems, including satellite payloads,
missiles, UAVs, aircraft, GPS, secure radios, SCADA, energy exploration and
wireline and wireless communication networks. FEI 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. Subsidiaries and Affiliates: Gillam-FEI provides
expertise in wireline network synchronization and SCADA; FEI-Zyfer provides GPS
and secure timing ("SAASM") capabilities for critical military and commercial
applications; FEI-Asia provides cost effective manufacturing and distribution
capabilities in a high growth market. FEI's Morion affiliate supplies
high-quality, cost effective quartz oscillators and components. Elcom
Technologies provides added resources for state-of-the-art RF microwave
products. Additional information is available on FEI's website:
www.frequencyelectronics.com
About Elcom Technologies, Inc.
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Elcom Technologies, Inc., established in 1995 and located in Rockleigh, NJ, is
an innovative company which designs, manufactures and markets high-performance
broadband RF modules and sub-systems for the military, aerospace and commercial
markets. Its products are used in communications, test and measurement,
satellite telecommunications (SATCOM), radar, electronic warfare and signal
intelligence (SIGINT) and are deployed in the aerospace/defense and Homeland
Security arenas and in satellite payloads. Elcom products include fast switching
synthesizers, RF sources, up-down converters and receivers. Products cover the
frequency range of 100 KHz to 40 GHz. Additional information is available on
Elcom's website: www.elcom-tech.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