On March 30, 2010, SL Industries, Inc. (the “Company”) announced its financial results for the fourth quarter and fiscal year ended December 31, 2009. A copy of the press release is furnished as Exhibit 99.1 to this report.
The information furnished pursuant to this Item 2.02 of this Current Report on Form 8-K, including the exhibit hereto, shall not be considered “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of such section, and shall not be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, unless the Company expressly sets forth in such future filing that such information is to be considered “filed” or incorporated by reference therein.
On March 30, 2010, James R. Henderson resigned from his position as a member of the Board of Directors of the Company (the “Board”) due to other business commitments, effective immediately. Mr. Henderson did not serve on any Board committees.
Effective March 30, 2010, in order to fill the vacancy created by Mr. Henderson’s resignation, Warren G. Lichtenstein (44) was unanimously elected to the Company’s Board to serve as a member until the next annual meeting of the Company’s stockholders and until his successor is duly elected and qualified. Mr. Lichtenstein was previously a director of the Company from 1993 to 1997 and again from January 2002 to May 2008. During the latter period he served as Chairman of the Board. Mr. Lichtenstein had also previously served as the Company’s Chief Executive Officer from February 2002 to August 2005.
Certain services are provided to the Company by Steel Partners, Ltd., a company controlled by Mr. Lichtenstein. The services provided by Steel Partners, Ltd., include management and advisory services with respect to operations, strategic planning, finance and accounting, merger, sale and acquisition activities and other aspects of the businesses of the Company. In consideration for such services, the fee paid to Steel Partners, Ltd. by the Company was $475,271 for the 2009 fiscal year.
On March 30, 2010, the Company issued a press release announcing the resignation of Mr. Henderson and the election of Mr. Lichtenstein to the Board. A copy of the press release is furnished as Exhibit 99.1 to this report.