Company Update

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -------------------- FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 14, 2004 LYNCH CORPORATION -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) INDIANA 1-106 38-1799862 -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 140 GREENWICH AVENUE, 4TH FLOOR, GREENWICH, CT 06830 -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: 203-622-1150 -------------------------------------------------------------------------------- (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)) We hereby amend our Current Report on Form 8-K filed on October 20, 2004, which announced the completion on October 15, 2004 of our acquisition of Piezo Technology, Inc. ("PTI"). The purpose of this amendment is to file the audited consolidated financial statements of PTI for the years ended September 27, 2003 and September 28, 2002 and to file the unaudited pro forma combined statements of income for the nine month period ended September 30, 2004 and the year ended December 31, 2003, as required by Item 9.01 of Form 8-K. Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS. a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED The audited consolidated financial statements of PTI and Subsidiary for the years ended September 27, 2003 and September 28, 2002 are attached hereto as Exhibit 99.1. b) PRO FORMA FINANCIAL INFORMATION The unaudited pro forma combined statement of income for the nine month period ended September 30, 2004 is attached hereto as Exhibit 99.2. The unaudited pro forma combined statement of income for the year ended December 31, 2003 is attached hereto as Exhibit 99.3. c) EXHIBITS NUMBER EXHIBIT ------ ------- 23 Consent of Gallogly, Fernandez & Riley, LLP 99.1 Audited Consolidated Financial Statements of Piezo Technology, Inc. and Subsidiary for the years ended September 27, 2003 and September 28, 2002. 99.2 Unaudited Pro Forma Combined Statement of Income for the nine month period ended September 30, 2004. 99.3 Unaudited Pro Forma Combined Statement of Income for the year ended December 31, 2003. 2 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. LYNCH CORPORATION By: /s/ Eugene Hynes ----------------------------- Eugene Hynes Vice President January 3, 2005 3 EXHIBIT INDEX NUMBER EXHIBIT ------ ------- 23 Consent of Gallogly, Fernandez & Riley, LLP 99.1 Audited Consolidated Financial Statements of Piezo Technology, Inc. and Subsidiary for the years ended September 27, 2003 and September 28, 2002. 99.2 Unaudited Pro Forma Combined Statement of Income for the nine month period ended September 30, 2004. 99.3 Unaudited Pro Forma Combined Statement of Income for the year ended December 31, 2003. 4