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EX-10.1 - SECOND MODIFICATION AGREEMENT - Teledyne LeCroy, Inc.dex101.htm
EX-99.1 - PRESS RELEASE - Teledyne LeCroy, Inc.dex991.htm

 

 

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): January 12, 2011

 

 

LECROY CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   0-26634   13-2507777
(State or Other Jurisdiction
of Incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

700 Chestnut Ridge Road

Chestnut Ridge, New York

  10977
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (845) 425-2000

N/A

(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:

 

¨ 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 240.13-e4(c))

 

 

 


Item 1.01 Entry into a Material Definitive Agreement

Effective January 11, 2011 LeCroy Corporation entered into a Second Modification of the New Credit Agreement.

Section 2. Financial Information

Item 2.02 Results of Operations and Financial Condition

On January 12, 2011, LeCroy Corporation (“LeCroy “ or the “Company”) issued a press release announcing its preliminary results for the second fiscal quarter of 2011 ended January 1, 2011. This preliminary financial information reflects the extent of the Company’s most current understanding of the financial results; detailed GAAP to non-GAAP reconciliation will be provided in the Company’s second-quarter financial results press release scheduled for the week of January 24, 2011. The financial information provided on the Form 8-K has not yet been reviewed by the Company’s independent registered public accountants and is subject to that review and change before filing on our Form 10-Q.

A copy of the press release is being furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference in its entirety.

LeCroy management will be presenting today, January 12, 2011, at Needham & Company’s 13th Annual Growth Conference in New York City at 10:00a.m. (ET). LeCroy’s presentation will be broadcast live over the Internet. To access the live webcast, visit the “Investors” section at www.lecroy.com.

The information furnished in this Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of the Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth under Item 1.01 of the Current Report on Form-8-K is incorporated by reference into this Item 2.03.

Section 9. Financial Statements and Exhibits.

Item 9.01 Financial Statements and Exhibits

 

Exhibit No.

  

Description

10.1    Second Modification Agreement, dated as of January 11, 2011, among the Registrant, the Lenders listed therein and Manufacturers and Traders Trust Company, as Administrative Agent.
99.1    Press release dated January 12, 2011.

 

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Forward-Looking Information

Certain statements in this report, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. A detailed discussion of these and other risks and uncertainties that could cause actual results and events to differ materially from such forward-looking statements is included in our 2010 Annual Report on Form10-K under Item 1A. “Risk Factors.” We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

   

LECROY CORPORATION,

a Delaware corporation

Date: January 12, 2011     By:   /S/    SEAN B. O’CONNOR        
     

Sean B. O’Connor

Vice President, Finance

Chief Financial Officer,

Secretary and Treasurer

 

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INDEX TO EXHIBITS

 

Exhibit No.

  

Description

10.1    Second Modification Agreement, dated as of January 11, 2011, among the Registrant, the Lenders listed therein and Manufacturers and Traders Trust Company, as Administrative Agent.
99.1    Press Release dated January 12, 2011

 

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