WGA / AG&E Holdings, Inc. - تصريحات هيئة الأوراق المالية والبورصات، التقرير السنوي، بيان الوكيل

WGA / AG&E Holdings, Inc. FORM 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 Certification and Notice of Termination of Registration under Section 12(g) of the Securities Exchange Act of 1934 or Suspension of Duty to File Reports Under Sections 13 and 15(d) of the Securities Exchange Act of 1934. Commission File Number: 001-08250 AG&E HOLDINGS INC. (Exact name of registrant as specified in its

Entry into a Material Definitive Agreement, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Bankruptcy or Receivership

8-K 1 agnu201810188k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 15, 2018 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 6, 2018 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation) (Commission file

WGA / AG&E Holdings, Inc. FORM 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2018 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 AG&E Holdings Inc.

WGA / AG&E Holdings, Inc. FORM 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2018 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 AG&E Holdings Inc.

WGA / AG&E Holdings, Inc. FORM NT 10-Q

NT 10-Q 1 agnu20180515nt10q.htm FORM NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 agnu201804128k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 2, 2018 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of in

WGA / AG&E Holdings, Inc. FORM 10-K (Annual Report)

10-K 1 agnu2017123110k.htm FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 Commission File Number 001-8250 AG&E HOLDINGS INC. (Exact name of registrant as specified in its charter) ILLINOIS (State or other jur

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 agnu201802208k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 14, 2018 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction o

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 19, 2017 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation) (Commission file

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

agnu201711288k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 22, 2017 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation

Loan and Security Agreement, dated November 22, 2017, by and between American Gaming & Electronics, Inc. and North Mill Capital LLC, filed as Exhibit 10.1 of the Company’s Current Report on Form 8-K dated November 22, 2017 and incorporated herein by reference.

EX-10.1 2 ex101133.htm EXHIBIT 10.1 Exhibit 10.1 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT is entered into as of November 22, 2017 by and between NORTH MILL CAPITAL LLC, a Delaware limited liability company (Lender), with an office located at 821 Alexander Road, Suite 130, Princeton, New Jersey 08540 and AMERICAN GAMING & ELECTRONICS, INC., a Nevada corporation (Borrower), with

Corporate Guaranty, dated November 22, 2017, by the Company in favor of North Mill Capital LLC

EX-10.2 3 ex101134.htm EXHIBIT 10.2 Exhibit 10.2 CORPORATE GUARANTY THIS CORPORATE GUARANTY (this "Guaranty"), dated as of November 22, 2017, is made by AG&E HOLDINGS INC., an Illinois corporation ("Guarantor"), with an office at 223 Pratt Street, Hammonton, New Jersey 08037 in favor of NORTH MILL CAPITAL LLC, a Delaware limited liability company ("Lender"), with an office at 821 Alexander Road, S

WGA / AG&E Holdings, Inc. FORM 10-Q (Quarterly Report)

10-Q 1 agnu2017093010q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2017 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission

AG&E Holdings Inc. Reports Second Quarter 2017 Financial Results — Revenues up 132% to $3.3 million —

ex99-1.htm Exhibit 99.1 AG&E Holdings Inc. Reports Second Quarter 2017 Financial Results ? Revenues up 132% to $3.3 million ? Hammonton, New Jersey ? August 14, 2017 - AG&E Holdings Inc. (OTCQB - AGNU), whose wholly-owned subsidiary, American Gaming & Electronics, Inc., is one of the largest supply companies in the gaming industry, announced financial results today for the quarter ended June 30, 2

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 agnu201708148k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 14, 2017 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of

WGA / AG&E Holdings, Inc. FORM 10-Q (Quarterly Report)

10-Q 1 agnu2017063010q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2017 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from t

Submission of Matters to a Vote of Security Holders

wga201705268k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 23, 2017 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation) (Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2017 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 AG&E Holdings Inc.

AG&E Holdings FORM DEFA14A

wga20170405defa14a.htm SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciti

AG&E Holdings FORM DEF 14A

def14a.htm Table of Contents SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? So

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 Commission File Number 001-8250 AG&E HO

wga2016123110k.htm Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 Commission File Number 001-8250 AG&E HOLDINGS INC. (Exact name of registrant as specified in its charter) ILLINOIS (State or other jurisdiction of incor

Other Events

8-K 1 wga201703148k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 14, 2017 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of in

ADVANCED GAMING ASSOCIATES LLC FINANCIAL STATEMENTS SEPTEMBER 30, 2016

ex99-2.htm Exhibit 99.2 ADVANCED GAMING ASSOCIATES LLC FINANCIAL STATEMENTS SEPTEMBER 30, 2016 INDEX PAGE ACCOUNTANT'S AUDIT REPORT 1 FINANCIAL STATEMENT: BALANCE SHEET 2-3 STATEMENT OF INCOME 4-5 PORTOCK, BYE, WEISS & CO., LLC CERTIFIED PUBLIC ACCOUNTANTS JAMES F. PORTOCK, C.P.A. KIRK D. BYE, C.P.A. BRIAN C. WEISS, C.P.A. 2701 NEW ROAD, P.O. BOX 159 NORTHFIELD, NEW JERSEY 08225 (609) 646-6676 ? 6

ADVANCED GAMING ASSOCIATES LLC FINANCIAL STATEMENTS DECEMBER 31, 2015

ex99-1.htm Exhibit 99.1 ADVANCED GAMING ASSOCIATES LLC FINANCIAL STATEMENTS DECEMBER 31, 2015 INDEX PAGE ACCOUNTANT'S AUDIT REPORT 1 FINANCIAL STATEMENT: BALANCE SIIEET 2-3 STATEMENT OF INCOME 4-5 STATEMENT OF CASH FLOWS 6 STATEMENT OF MEMBERS' EQUITY 7 NOTES TO FINANCIAL STATEMENTS 8-10 PORTOCK, BYE, WEISS & CO., LLC CERTIFIED PUBLIC ACCOUNTANTS JAMES F. PORTOCK, C.P.A. KIRK D. BYE, C.P.A. BRIAN

Unaudited Pro Forma Condensed Combined Financial Information

ex99-3.htm Exhibit 99.3 Unaudited Pro Forma Condensed Combined Financial Information On April 14, 2016, AG&E Holdings Inc., an Illinois corporation (the ?Company?), entered into an Agreement and Plan of Merger (as amended to date, the ?Merger Agreement?) with American Gaming & Electronics, Inc., a Nevada corporation and wholly-owned subsidiary of the Company (?Merger Sub?), Advanced Gaming Associa

Financial Statements and Exhibits

8-K/A 1 wga201702148ka.htm FORM 8-K/A 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): February 15, 2017 (November 30, 2016) AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (Sta

WGA / AG&E Holdings, Inc. / POPLAR POINT CAPITAL MANAGEMENT LLC - SC 13G/A Passive Investment

SC 13G/A 1 v458770sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment 1 – Exit Filing)* AG&E HOLDINGS INC. (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) 00108M102 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the

WGA / AG&E Holdings, Inc. / TOMASELLO ANTHONY R JR - SCHEDULE 13D Activist Investment

toma20161212sc13d.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 AG&E HOLDINGS INC. (Name of Issuer) Common Stock, $1.00 par value per share (Title of Class of Securities) 00108M102 (CUSIP Number) Anthony Tomasello c/o AG&E Holdings Inc. 223 Pratt Street Hammonton, New Jersey 08037 (609) 704-3000 (Name, Address and

Nondisclosure, Intellectual Property, Noncompetition and Nonsolicitation Agreement dated November 30, 2016, filed as Exhibit 10.3 of the Company’s Current Report on Form 8-K dated November 30, 2016 and incorporated herein by reference.

ex10-3.htm Exhibit 10.3 AG&E Holdings, Inc. Nondisclosure, Intellectual Property, Noncompetition and Nonsolicitation Agreement THIS NONDISCLOSURE, INTELLECTUAL PROPERTY, NONCOMPETITION AND NONSOLICITATION AGREEMENT (this ?Agreement?) is entered into between Anthony Tomasello (?Employee?) and AG&E HOLDINGS, INC. (the ?Company?) and is effective as of the Effective Date of the employment agreement e

Employment Agreement by and between the Company and Anthony Tomasello dated November 30, 2016, filed as Exhibit 10.2 of the Company’s Current Report on Form 8-K dated November 30, 2016 and incorporated herein by reference.

ex10-2.htm Exhibit 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this ?Agreement?) is made as of November 30, 2016, (the ?Effective Date?), by and between AG&E HOLDINGS INC., an Illinois corporation (?Company?), and Anthony Tomasello, an individual resident in the State of New Jersey (?Executive?). RECITALS WHEREAS, this Agreement has been executed and delivered pursuant to, and in connecti

4630 S. Arville, Suite E, Las Vegas, Nevada 89103-5355 Phone 702.798.5752 Fax 702.798.5762 www.agegaming.com AG&E Holdings Inc. Announces Completion of Merger with Advanced Gaming Associates LLC

ex99-1.htm Exhibit 99.1 4630 S. Arville, Suite E, Las Vegas, Nevada 89103-5355 Phone 702.798.5752 Fax 702.798.5762 www.agegaming.com AG&E Holdings Inc. Announces Completion of Merger with Advanced Gaming Associates LLC Chicago, Illinois ? December 1, 2016 - AG&E Holdings Inc. (NYSE MKT: WGA) (the ?Company?) today announced that it has completed the acquisition of Advanced Gaming Associates LLC (?A

Third Amendment to Amended and Restated Bylaws for the Company as amended and restated and in force February 18, 2010, dated November 30, 2016, filed as Exhibit 3.1 of the Company’s Current Report on Form 8-K dated November 30, 2016 and incorporated herein by reference.

ex3-1.htm Exhibit 3.1 THIRD AMENDMENT TO AMENDED AND RESTATED BYLAWS OF AG&E HOLDINGS INC. THIS THIRD AMENDMENT TO AMENDED AND RESTATED BYLAWS OF AG&E HOLDINGS INC., was approved on the 30th day of November, 2016, at a duly called meeting of the Board of Directors of AG&E Holdings Inc. The amended and restated bylaws (as previously amended) are amended as set forth below. All Articles and/or Secti

Promissory Note between the Company and Anthony Tomasello in the principal amount of $1,000,000 dated November 30, 2016, filed as Exhibit 10.1 of the Company’s Current Report on Form 8-K dated November 30, 2016 and incorporated herein by reference.

ex10-1.htm Exhibit 10.1 PROMISSORY NOTE FOR VALUE RECEIVED, on November 30, 2016, subject to the terms and conditions set forth herein, AG&E HOLDINGS INC., an Illinois corporation (?Issuer?), hereby unconditionally promises to pay to the order of Anthony Tomasello (the ?Noteholder?, and together with Issuer, the ?Parties?), the principal amount of $1,000,000 (as the same may be adjusted or modifie

Voting Agreement dated November 30, 2016, filed as Exhibit 10.4 of the Company’s Current Report on Form 8-K dated November 30, 2016 and incorporated herein by reference.

ex10-4.htm Exhibit 10.4 VOTING AGREEMENT This VOTING AGREEMENT (this ?Agreement?), dated as of November 30, 2016, is entered into by and between AG&E HOLDINGS INC., an Illinois corporation (the ?Company?), and Anthony Tomasello (?Shareholder). RECITALS WHEREAS, this Agreement has been executed and delivered pursuant to, and in connection with the closing of the transactions contemplated by, that c

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets, Other Events

wga201612028k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 30, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation)

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 wga201612018k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 28, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of

Employment Agreement between the Company and Renee Zimmerman dated November 28, 2016, filed as Exhibit 10.1 of the Company’s Current Report on Form 8-K dated November 28, 2016 and incorporated herein by reference.

ex10-1.htm Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this ?Agreement?) is made as of November 28, 2016 (the ?Effective Date?), by and between AG&E HOLDINGS INC., an Illinois corporation (?Company?), and Renee Zimmerman, an individual resident in the State of Illinois (?Employee?). RECITALS WHEREAS, Company desires to employ Employee as the Chief Financial Officer, Secretary, and

AG&E Holdings FORM 25

sxcl2016032125.htm UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0080 Expires: March 31, 2018 Estimated average burden hours per response 1.00 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-8250 AG&E Holdings Inc. (Exact name of Issuer as s

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

wga201611188k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 17, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation)

4630 S. Arville, Suite E, Las Vegas, Nevada 89103-5355 Phone 702.798.5752 Fax 702.798.5762 www.agegaming.com AG&E Holdings Inc. Announces Voluntary Delisting

EX-99.1 2 ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 4630 S. Arville, Suite E, Las Vegas, Nevada 89103-5355 Phone 702.798.5752 Fax 702.798.5762 www.agegaming.com AG&E Holdings Inc. Announces Voluntary Delisting Chicago, Illinois – November 18, 2016 - As previously announced, AG&E Holdings Inc. (NYSE MKT: WGA) (the “Company”) received notification from the NYSE MKT LLC (“NYSE MKT”) that the Company is no

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

wga2016082310q.htm Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2016 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

8-K 1 wga201610278k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 21, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of

AG&E Holdings Inc. Announces Notification of NYSE MKT Listing Deficiency

ex99-1.htm Exhibit 99.1 AG&E Holdings Inc. Announces Notification of NYSE MKT Listing Deficiency Chicago, Illinois – October 27, 2016 - AG&E Holdings Inc. (NYSE MKT: WGA) (the “Company”) today announced receipt of notification (the "Deficiency Letter") from the NYSE MKT LLC that the Company is not in compliance with certain NYSE MKT continued listing standards relating to stockholders' equity. Spe

Submission of Matters to a Vote of Security Holders

8-K 1 wga201609148k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 14, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction o

4630 S. Arville, Suite E ● Las Vegas, NV 89103 ● 702.798.5752 ● Fax 702.798.5762

ex99-1.htm Exhibit 99.1 4630 S. Arville, Suite E ? Las Vegas, NV 89103 ? 702.798.5752 ? Fax 702.798.5762 Publicly Traded (NYSE AMEX: WGA), www.agegaming.com **** URGENT **** TIME IS GROWING SHORT BEFORE OUR SPECIAL MEETING Dear AG&E Holdings Inc. Shareholder: At the time of the mailing of this letter our records indicate you have not yet voted your shares for the upcoming 2016 AG&E Holdings Inc. (

Financial Statements and Exhibits, Other Events

8-K 1 wga201609068k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 7, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of

4630 S. Arville, Suite E ● Las Vegas, NV 89103 ● 702.798.5752 ● Fax 702.798.5762

ex99-1.htm Exhibit 99.1 4630 S. Arville, Suite E ? Las Vegas, NV 89103 ? 702.798.5752 ? Fax 702.798.5762 Publicly Traded (NYSE AMEX: WGA), www.agegaming.com **** URGENT **** TIME IS GROWING SHORT BEFORE OUR SPECIAL MEETING Dear AG&E Holdings Inc. Shareholder: At the time of the mailing of this letter our records indicate you have not yet voted your shares for the upcoming 2016 AG&E Holdings Inc. (

AG&E Holdings FORM 8-K

wga201609068k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 7, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation)

Financial Statements and Exhibits, Other Events

8-K 1 wga201608248k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 26, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of i

4630 S. Arville, Suite E ● Las Vegas, NV 89103 ● 702.798.5752 ● Fax 702.798.5762 Publicly traded as Traded (NYSE AMEX: WGA), www.agegaming.com **** IMPORTANT ****

ex99-1.htm Exhibit 99.1 4630 S. Arville, Suite E ? Las Vegas, NV 89103 ? 702.798.5752 ? Fax 702.798.5762 Publicly traded as Traded (NYSE AMEX: WGA), www.agegaming.com **** IMPORTANT **** Dear AG&E Holdings Inc. Shareholder: By now, you should have received your proxy material for the 2016 AG&E Holdings Inc. Special Meeting in lieu of Annual Meeting scheduled to be held on September 14, 2016. The t

Financial Statements and Exhibits, Other Events

8-K 1 wga201608248k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 26, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of i

4630 S. Arville, Suite E ● Las Vegas, NV 89103 ● 702.798.5752 ● Fax 702.798.5762 Publicly traded as Traded (NYSE AMEX: WGA), www.agegaming.com **** IMPORTANT ****

ex99-1.htm Exhibit 99.1 4630 S. Arville, Suite E ? Las Vegas, NV 89103 ? 702.798.5752 ? Fax 702.798.5762 Publicly traded as Traded (NYSE AMEX: WGA), www.agegaming.com **** IMPORTANT **** Dear AG&E Holdings Inc. Shareholder: By now, you should have received your proxy material for the 2016 AG&E Holdings Inc. Special Meeting in lieu of Annual Meeting scheduled to be held on September 14, 2016. The t

AG&E Holdings FORM 8-K

wga201608248k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 26, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation) (

4630 S. Arville, Suite E ● Las Vegas, NV 89103 ● 702.798.5752 ● Fax 702.798.5762 Publicly traded as Traded (NYSE AMEX: WGA), www.agegaming.com **** IMPORTANT ****

ex99-1.htm Exhibit 99.1 4630 S. Arville, Suite E ● Las Vegas, NV 89103 ● 702.798.5752 ● Fax 702.798.5762 Publicly traded as Traded (NYSE AMEX: WGA), www.agegaming.com **** IMPORTANT **** Dear AG&E Holdings Inc. Shareholder: By now, you should have received your proxy material for the 2016 AG&E Holdings Inc. Special Meeting in lieu of Annual Meeting scheduled to be held on September 14, 2016. The t

AG&E Holdings FORM 8-K

wga201608248k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 26, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation) (

4630 S. Arville, Suite E ● Las Vegas, NV 89103 ● 702.798.5752 ● Fax 702.798.5762 Publicly traded as Traded (NYSE AMEX: WGA), www.agegaming.com **** IMPORTANT ****

ex99-1.htm Exhibit 99.1 4630 S. Arville, Suite E ● Las Vegas, NV 89103 ● 702.798.5752 ● Fax 702.798.5762 Publicly traded as Traded (NYSE AMEX: WGA), www.agegaming.com **** IMPORTANT **** Dear AG&E Holdings Inc. Shareholder: By now, you should have received your proxy material for the 2016 AG&E Holdings Inc. Special Meeting in lieu of Annual Meeting scheduled to be held on September 14, 2016. The t

Other Events

wga201608118k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 10, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation) (

AG&E Holdings FORM 8-K

wga201608118k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 10, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation) (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2016 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 AG&E Holdings Inc.

AG&E Holdings FORM DEFM14A

DEFM14A 1 wga20160803defm14a.htm FORM DEFM14A Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Com

Amendment No. 1 to Agreement and Plan of Merger dated July 20, 2016, filed as Exhibit 2.1 of the Company’s Current Report on Form 8-K dated June 7, 2016 and incorporated herein by reference.

wga20160502pre14a.htm Exhibit 2.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this ?Amendment?) dated as of July 20, 2016 is entered into by and among AG&E Holdings Inc., an Illinois corporation (?Parent?), American Gaming & Electronics, Inc., a Nevada corporation and a wholly-owned Subsidiary of Parent (?Merger Sub?), Advanced Gaming Assoc

SECOND AMENDMENT TO AMENDED AND RESTATED BYLAWS ag&e hOLDINGS iNC.

EX-3.1 3 ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 SECOND AMENDMENT TO AMENDED AND RESTATED BYLAWS of ag&e hOLDINGS iNC. This Second Amendment to Amended and Restated Bylaws of AG&E Holdings Inc., an Illinois corporation (the “Company”), was approved on the 7th day of June, 2016, by the board of directors of the Company. The Amended and Restated Bylaws of the Company, as amended by that First Amendment th

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 wga201607218k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 7, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of inco

AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER

wga20160502pre14a.htm Exhibit 2.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this ?Amendment?) dated as of July 20, 2016 is entered into by and among AG&E Holdings Inc., an Illinois corporation (?Parent?), American Gaming & Electronics, Inc., a Nevada corporation and a wholly-owned Subsidiary of Parent (?Merger Sub?), Advanced Gaming Assoc

Second Amendment to Amended and Restated Bylaws for the Company as amended and restated and in force February 18, 2010, dated June 7, 2016, filed as Exhibit 3.1 of the Company’s Current Report on Form 8-K dated June 7, 2016 and incorporated herein by reference.

ex3-1.htm Exhibit 3.1 SECOND AMENDMENT TO AMENDED AND RESTATED BYLAWS of ag&e hOLDINGS iNC. This Second Amendment to Amended and Restated Bylaws of AG&E Holdings Inc., an Illinois corporation (the ?Company?), was approved on the 7th day of June, 2016, by the board of directors of the Company. The Amended and Restated Bylaws of the Company, as amended by that First Amendment thereto (collectively,

AG&E Holdings FORM 8-K

wga201607218k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 7, 2016 AG&E HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation) (Com

AG&E Holdings FORM PREM14A

wga20160502pre14a.htm Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitt

WGA / AG&E Holdings, Inc. / PESSIN NORMAN H - NORMAN H. PESSIN SC 13DA NO 3 6-22-2016 (AG&E HOLDINGS, INC.) Activist Investment

SC 13D/A 1 formsc13da.htm NORMAN H. PESSIN SC 13DA NO 3 6-22-2016 (AG&E HOLDINGS, INC.) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* AG&E Holdings, Inc. (Name of Issuer) Common Stock, $1.00 par value (Title of Class of Securities) 00108M 10 2 Cusip Number Norman H. Pessin 366 Madison Avenue, 14th F

Current Report

8-K 1 wga201605318k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 May 28, 2016 Date of report (Date of earliest event reported) AG&E HOLDINGS INC. (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of inco

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 wga201605168k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 May 16, 2016 Date of report (Date of earliest event reported) AG&E HOLDINGS INC. (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of inco

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2016 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 AG&E Holdings Inc.

AGNU / AG&E Hldgs Inc / POPLAR POINT CAPITAL MANAGEMENT LLC - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.

Agreement and Plan of Merger by and among the Company, American Gaming & Electronics, Inc., Advanced Gaming Associates LLC, the Company Member and the Company Representative dated as of April 12, 2016, filed as Exhibit 10.1 of the Company’s Current Report on Form 8-K dated April 13, 2016 and incorporated herein by reference.

ex10-1.htm Exhibit 10.1 AGREEMENT AND PLAN OF MERGER by and among AG&E HOLDINGS INC. American Gaming & Electronics, Inc., Advanced Gaming Associates LLC, the COMPANY MEMBER and the COMPANY REPRESENTATIVE Dated as of April 12, 2016 TABLE OF CONTENTS Article I. DEFINITIONS 2 1.01. Definitions. 2 Article II. THE MERGER 12 2.01. The Merger. 12 2.02. Plan of Merger. 12 2.03. Closing; Effective Time. 12

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

wga201604138k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 13, 2016 (April 12, 2016) ag&e holdings INC. (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction (Co

AG&E Holdings to acquire Advanced Gaming Associates, creating a leading gaming and casino service provider

ex99-1.htm Exhibit 99.1 AG&E Holdings to acquire Advanced Gaming Associates, creating a leading gaming and casino service provider For Immediate Release Chicago, Illinois ? April 13, 2016 ? AG&E Holdings Inc. (?AGE?) (NYSE MKT: WGA), a leading parts distributor to the casino and gaming markets, today announced that it has entered into a definitive agreement to acquire Advanced Gaming Associates LL

AG&E Holdings to acquire Advanced Gaming Associates, creating a leading gaming and casino service provider

ex99-1.htm Exhibit 99.1 AG&E Holdings to acquire Advanced Gaming Associates, creating a leading gaming and casino service provider For Immediate Release Chicago, Illinois – April 13, 2016 – AG&E Holdings Inc. (“AGE”) (NYSE MKT: WGA), a leading parts distributor to the casino and gaming markets, today announced that it has entered into a definitive agreement to acquire Advanced Gaming Associates LL

AGREEMENT AND PLAN OF MERGER by and among AG&E HOLDINGS INC. American Gaming & Electronics, Inc., Advanced Gaming Associates LLC, the COMPANY MEMBER the COMPANY REPRESENTATIVE Dated as of April 12, 2016 TABLE OF CONTENTS

EX-10.1 2 ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 AGREEMENT AND PLAN OF MERGER by and among AG&E HOLDINGS INC. American Gaming & Electronics, Inc., Advanced Gaming Associates LLC, the COMPANY MEMBER and the COMPANY REPRESENTATIVE Dated as of April 12, 2016 TABLE OF CONTENTS Article I. DEFINITIONS 2 1.01. Definitions. 2 Article II. THE MERGER 12 2.01. The Merger. 12 2.02. Plan of Merger. 12 2.03. Clos

AG&E Holdings FORM 8-K

wga201604138k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 13, 2016 (April 12, 2016) ag&e holdings INC. (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction (Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 Commission File Number 001-8250 AG&E HO

Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 Commission File Number 001-8250 AG&E HOLDINGS INC. (Exact name of registrant as specified in its charter) ILLINOIS (State or other jurisdiction of incorporation or organiz

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

ex23-0.htm Exhibit 23.0 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors AG&E Holdings Inc. We consent to the incorporation by reference in the registration statements (Nos. 333-36896, 333-72629, 333-61991, 333-02981 and 033-61535) on Form S-8 of AG&E Holdings Inc. of our report dated March 23, 2016, with respect to the consolidated balance sheets of AG&E Holdings In

AG&E Holdings FORM 8-K (Current Report/Significant Event)

wga201602038k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 1, 2016 ag&e holdings, INC. (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction (Commission (I.R.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

8-K 1 wga201511208k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 20, 2015 ag&e holdings, INC. (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction o

9500 W. 55th Street, Suite A ● McCook, Illinois 60525-3605 ● 708.290.2100 ● Fax 708.290.2200 Publicly Traded (NYSE MKT: WGA), www.agegaming.com AG&E Board of Directors Provides Strategic Review Update

EX-99.1 2 ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 9500 W. 55th Street, Suite A ● McCook, Illinois 60525-3605 ● 708.290.2100 ● Fax 708.290.2200 Publicly Traded (NYSE MKT: WGA), www.agegaming.com AG&E Board of Directors Provides Strategic Review Update Chicago, Illinois – November 20, 2015 - The Board of Directors of AG&E Holdings Inc. (NYSE MKT: WGA) (Company) is providing an update to the ongoing Str

INDEMNIFICATION AGREEMENT

EX-10.1 2 ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT is made and entered into this day of November 2015 (“Agreement”), by and between AG&E Holdings, Inc., an Illinois corporation (the “Company”), and (“Indemnitee”). WHEREAS, at the request of the Company, Indemnitee currently serves as a director of the Company and may, therefore, be subjected to

AG&E Holdings FORM 8-K (Current Report/Significant Event)

wga201511188k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 18, 2015 ag&e holdings, INC. (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2015 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 AG&E Holdings Inc.

AG&E Holdings FORM 8-K (Current Report/Significant Event)

wga201508208k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 August 21, 2015 Date of report (Date of earliest event reported) AG&E HOLDINGS INC. (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation or

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

10-Q 1 wga2015063010q.htm FORM 10-Q Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2015 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to

AG&E Holdings FORM 8-K (Current Report/Significant Event)

wga201506058k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 June 5, 2015 Date of report (Date of earliest event reported) AG&E HOLDINGS INC. (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation or or

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2015 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 AG&E Holdings Inc.

Executive Committee Charter As of May 12, 2015

Exhibit 10.3 Executive Committee Charter As of May 12, 2015 1. In accordance with the Corporation’s Amended and Restated Bylaws, there shall be a Committee of the Board of Directors to be known as the Executive Committee. The Executive Committee shall consist of two or more members of the Board of Directors. Actions of the Executive Committee shall be reported to the Board of Directors at its next

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

ex23.htm Exhibit 23.0 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors AG&E Holdings Inc We consent to the incorporation by reference in the registration statements (Nos. 2-72090, 2-09137, 33-63920, 3361535, 33,02981, and 333-72629) on Form S-8 of AG&E Holdings Inc of our report dated March 23, 2015, with respect to the consolidated balance sheets of AG&E Holdings In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 Commission File Number 001-8250 AG&E HO

Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 Commission File Number 001-8250 AG&E HOLDINGS INC (Exact name of registrant as specified in its charter) ILLINOIS (State or other jurisdiction of incorporation or organiza

2014 Prices

Exhibit 13 COMMON SHARE MARKET PRICE The Company's common shares are traded on the NYSE Mkt Stock Exchange under the symbol WGA.

AG&E Holdings FORM DEF 14A

wga20150318def14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒

AG&E HOLDINGS, INC. RETENTION AGREEMENT

ex10-1.htm Exhibit 10.1 AG&E HOLDINGS, INC. RETENTION AGREEMENT This AG&E Holdings, Inc. Retention Agreement (this "Agreement”), dated as of February 20, 2015, is made between AG&E Holdings, Inc. (the "Company") and Anthony Spier ("Executive"). 1. Grant of Transaction Bonus. The Company hereby grants Executive a transaction bonus opportunity (the "Transaction Bonus") equal to $100,000, which shall

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

wga201502248k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 February 24, 2015 Date of report (Date of earliest event reported) AG&E HOLDINGS INC. (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation

AG&E HOLDINGS, INC. RETENTION AGREEMENT

ex10-2.htm Exhibit 10.2 AG&E HOLDINGS, INC. RETENTION AGREEMENT This AG&E Holdings, Inc. Retention Agreement (this "Agreement”), dated as of February 20, 2015, is made between AG&E Holdings, Inc. (the "Company") and Renee Zimmerman ("Executive"). 1. Grant of Transaction Bonus. The Company hereby grants Executive a transaction bonus opportunity (the "Transaction Bonus") equal to $50,000, which shal

ASSET PURCHASE AGREEMENT WELLS-GARDNER ELECTRONICS CORPORATION, as Seller HT PRECISION TECHNOLOGIES U.S., INC., as Purchaser Dated as of September 12, 2014 ASSET PURCHASE AGREEMENT

ex10-1.htm Exhibit 10.1 ASSET PURCHASE AGREEMENT BETWEEN WELLS-GARDNER ELECTRONICS CORPORATION, as Seller AND HT PRECISION TECHNOLOGIES U.S., INC., as Purchaser Dated as of September 12, 2014 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT ("Agreement") is made and entered into as of September 12, 2014, by and between WELLS-GARDNER ELECTRONICS CORPORATION, an Illinois corporation ("Seller")

EX-10

Exhibit 10.2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2014 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 AG&E Holdings Inc.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 October 24, 2014 Date of report (Date of earliest event reported) AG&E HOLDINGS, INC. f/k/a WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other juri

Articles of Amendment to the Company’s Articles of Incorporation dated October 24, 2014, filed as Exhibit 3.1 of the Company’s Current Report on Form 8-K dated October 28, 2014 and incorporated herein by reference.

ex3-1.htm

WGA / AG&E Holdings, Inc. DEF 14A - - FORM DEF 14A

wga20140917pre14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rul

WGA / AG&E Holdings, Inc. PRE 14A - - FORM PRE 14A

wga20140917pre14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rul

WGA / AG&E Holdings, Inc. SD - - FORM SD

wellsformsd.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction (Commission (IRS Employer of incorporation or organization) File Number) Identification No.) 9500 West 55th Street Suite A, M

WELLS GARDNER SUPPLY CHAIN POLICY Wells Gardner’s Policy on Sourcing of Minerals Originating in the Democratic Republic of the Congo or Adjoining Countries

ex2-01.htm Exhibit 2.01 WELLS GARDNER SUPPLY CHAIN POLICY Wells Gardner’s Policy on Sourcing of Minerals Originating in the Democratic Republic of the Congo or Adjoining Countries Requirements of the Conflict Minerals Legislation Wells Gardner is committed to sourcing components and materials from companies that share our values around human rights, ethics and environmental responsibility. On Augu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2014 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) Illinois 36-1944630 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.

EX-1.02

ex1-02.htm Exhibit 1.02

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2014 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) Illinois 36-1944630 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.

Years Ended December 31,

ex13-0.htm Exhibit 13.0 SELECTED FINANCIAL DATA (in $000's except for per share data) Years Ended December 31, 2013 2012 2011 2010 2009 Net sales $ 57,916 $ 51,117 $ 42,894 $ 45,704 $ 52,526 Gross Margin $ 9,334 $ 8,968 $ 7,991 $ 8,396 $ 9,148 Operating earnings $ 710 $ 291 $ (146 ) $ 363 $ 1,377 Net earnings $ 651 $ 164 $ 28 $ 190 $ 1,097 Basic net earnings per common share $ 0.06 $ 0.01 $ 0.00 $

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 Commission File Number 1-8250 WELLS-GAR

wga2013123110k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) ILLINOIS (State or other jurisdiction of incorp

- FORM DEF 14A

wga20140310def14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rul

First Amendment to the By-Laws for the Company as amended and restated and in force February 18, 2010, dated March 10, 2014, filed as Exhibit 3.3 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2013 and incorporated herein by reference.

ex3-3.htm Exhibit 3.3 FIRST AMENDMENT TO AMENDED AND RESTATED BYLAWS OF WELLS-GARDNER ELECTRONICS CORPORATION THIS FIRST AMENDMENT TO AMENDED AND RESTATED BYLAWS OF WELLS-GARDNER ELECTRONICS CORPORATION as approved on the 10th day of March, 2014, by unanimous written consent of the board of directors of Wells-Gardner Electronics Corporation. The bylaws are amended as follows: Article II Section 2

WELLS GARDNER electronics corporation

ex10-14.htm Exhibit 10.14 AGREEMENT BETWEEN WELLS GARDNER electronics corporation AND LOCAL 1031 OF THE INTERNATIONAL BROTHERHOOD OF ELECTRICAL WORKERS, AFL-CIO June 28, 2013 to July 3, 2016 1 TABLE OF CONTENT'S PAGE ARTICLE I UNION AND MANAGEMENT Section 1. Parties and Effective Date 1 Section 2. Expiration Date and Renewal 1 Section 3. Recognition 1 Section 4. Management 1-2 Section 5. Union Sho

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2013 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) Illinois 36-1944630 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2013 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) Illinois 36-1944630 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.

CONTRACT NEGOTIATIONS – June 27, 2013

ex10-13.htm Exhibit 10.13 CONTRACT NEGOTIATIONS – June 27, 2013 1. This is a three year contract. Wage increases will be as follows: 1st year – 5%; 2nd year – 3%; 3rd year – 3%. 2. There will be no increase in employee contributions to the BC/BS medical plans. The benefits will remain the same. Should future changes be needed, they will be reviewed with the union. 3. Any increase in cost from the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2013 or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) Illinois 36-1944630 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.

- WELLS-GARDNER ELECTRONICS CORPORATION 2013 DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin

CONTRACT NEGOTIATIONS – July 2,2012

CONTRACT NEGOTIATIONS – July 2,2012 1. WG will continue to pay any increase required by law to maintain the union pension plan at its present level. 2. Despite increases in premium cost to BC/BS medical plans, there will be no increase in employee contributions to the plans. Some minor changes will be made to the HMO plan. 3. Premium cost increases from the new VSP optical plan will be absorbed by

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 Commission File Number 1-8250 WELLS-GAR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) ILLINOIS (State or other jurisdiction of incorporation or organiza

SIXTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT

SIXTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT THIS SIXTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT (this “Amendment”) is dated as of March 8, 2013 by and among WELLS GARDNER ELECTRONICS CORPORATION, an Illinois corporation, AMERICAN GAMING & ELECTRONICS, INC.

Report and Consent of Independent Registered Public Accounting Firm

Report and Consent of Independent Registered Public Accounting Firm The Board of Directors Wells-Gardner Electronics Corporation The audit referred to in our report dated March 13, 2013, included the related financial statement schedule for the year ended December 31, 2012, included in Form 10-K.

Years Ended December 31,

SELECTED FINANCIAL DATA (in $000's except for per share data) Years Ended December 31, 2012 2011 2010 2009 2008 Net sales $ 51,117 $ 42,894 $ 45,704 $ 52,526 $ 53,839 Gross Margin $ 8,968 $ 7,991 $ 8,396 $ 9,148 $ 8,356 Operating earnings $ 291 $ (146 ) $ 363 $ 1,377 $ 582 Net earnings $ 164 $ 28 $ 190 $ 1,097 $ 204 Basic net earnings (loss) per common share $ 0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2012.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) ILLINOIS (State or other jurisdiction of incorpo

-

October 18, 2012 The Secretary Securities and Exchange Commission 450 Fifth Street, N.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2012.

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - AMENDMENT TO PREVIOUSLY FILED 8K

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 July 1, 2012 Date of report (Date of earliest event reported) WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation or

July 13, 2012

July 13, 2012 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Wells-Gardner Electronics Corporation (copy attached), which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K/A, as part of the Form 8-K/A of Wells-Gardner Electronics Corporation, dated July 13, 2012.

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - BLACKMAN KALLICK MERGER WITH PLANTE & MORAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 July 1, 2012 Date of report (Date of earliest event reported) WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation or o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2012. or [ ] Transition Report Pursua

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2012.

FIFTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT AND WAIVER OF 12/31/11 DEFAULTS

FIFTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT AND WAIVER OF 12/31/11 DEFAULTS THIS FIFTH AMENDMENT (the “Amendment”), dated March 5, 2012, is entered into by and between WELLS-GARDNER ELECTRONICS CORPORATION, an Illinois corporation (“Wells Gardner”) and AMERICAN GAMING & ELECTRONICS, INC.

REPORT AND CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

REPORT AND CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors Wells-Gardner Electronics Corporation: The audits referred to in our report dated March 8, 2012, included the related financial statement schedule for the years ended December 31, 2011, 2010 and 2009, included in Form 10-K.

Years Ended December 31,

SELECTED FINANCIAL DATA (in $000's except for per share data) Years Ended December 31, 2011 2010 2009 2008 2007 Net sales $ 42,894 $ 45,704 $ 52,526 $ 53,839 $ 59,308 Gross Margin $ 7,991 $ 8,396 $ 9,148 $ 8,356 $ 9,866 Operating earnings $ (146 ) $ 363 $ 1,377 $ 582 $ 546 Net earnings $ 28 $ 190 $ 1,097 $ 204 $ 195 Basic net earnings (loss) per common share $ 0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 Commission File Number 1-8250 WELLS-GAR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) ILLINOIS (State or other jurisdiction of incorporation or organiza

CONTRACT EXTENSION AGREEMENT

CONTRACT EXTENSION AGREEMENT The undersigned, as authorized signatories for IBEW Local 1031 and Wells Gardner Electronics respectively, hereby agree to the following: 1.

- WELLS GARDNER ELECTRONICS CORPORATION 2011 DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin

AGNU / AG&E Hldgs Inc / PESSIN NORMAN H - NORMAN H. PESSIN SC 13D 3-1-2012 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Wells-Gardner Electronics Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 949765101 Cusip Number Norman H. Pessin 366 Madison Avenue, 14th Floor New York, NY 10017 212-661-2670 CC: Steven Wolosky, Esq. Olshan, Gr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2011. or [ ] Transition Report Pu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2011.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2011. or [ ] Transition Report Pursuan

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2011.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) x Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2010 or o Transition R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) x Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2010 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number: 001-8250 WELLS-

Master Supply Agreement

EX 10.19 ARISTOCRAT MASTER SUPPLY AGREEMENT DATED OCTOBER 13, 2010 CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMMITTED PURSUANT TO A REQUEST BY THE COMPANY AND AS APPROVED BY THE SEC FOR CONFIDENTIAL TREATMENT OF SUCH PORTIONS. THE NON-PUBLIC INFORMATION HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Master Supply Agreement Global Purchase Terms Date 13th October 2010 Parti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2011.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 Commission File Number 1-8250 WELLS-GAR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) ILLINOIS (State or other jurisdiction of incorporation or organiza

AGREEMENT BETWEEN WELLS GARDNER e l e c t r o n i c s c o r p o r a t i o n LOCAL 1031 THE INTERNATIONAL BROTHERHOOD OF ELECTRICAL WORKERS, June 28, 2010 to July 3, 2011 TABLE OF CONTENT'S

AGREEMENT BETWEEN WELLS GARDNER e l e c t r o n i c s c o r p o r a t i o n AND LOCAL 1031 OF THE INTERNATIONAL BROTHERHOOD OF ELECTRICAL WORKERS, AFL-CIO June 28, 2010 to July 3, 2011 TABLE OF CONTENT'S PAGE ARTICLE I UNION AND MANAGEMENT Section 1 .

Master Supply Agreement

Master Supply Agreement Global Purchase Terms Date 13th October 2010 Parties 1. Aristocrat Technologies Australia Pty Limited (ABN 22 001 660 715) of Building A, Pinnacle Office Park, 85 Epping Road, North Ryde New South Wales 2113 (Aristocrat) 2. Wells Gardner Electronics Corporation 9500 W 55th Street, Suite A of McCook, IL 60525 (Supplier) Recitals A. The Aristocrat Group carries on the busines

9500 W. 55th Street, Suite A l McCook, Illinois 60525-3605 l 708.290.2100 l Fax 708.290.2200 Publicly Traded (NYSE AMEX: WGA), www.wellsgardner.com

EX-10.4 2 exhibit10-4.htm SIXTH AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN THE COMPANY AND ANTHONY SPIER 9500 W. 55th Street, Suite A l McCook, Illinois 60525-3605 l 708.290.2100 l Fax 708.290.2200 Publicly Traded (NYSE AMEX: WGA), www.wellsgardner.com SIXTH AMENDMENT TO AMENDED EMPLOYMENT AGREEMENT This Sixth Amendment made effective as of December 16, 2010, between ANTHONY SPIER (“Employee”)

2009 Prices

SELECTED FINANCIAL DATA (in $000’s except for per share data, unaudited) Years Ended December 31, 2010 2009 2008 2007 2006 Net Sales $45,704 $52,526 $53,839 $59,308 $64,748 Gross Margin $8,396 $9,148 $8,356 $9,866 $10,349 Operating Earnings $363 $1,377 $582 $546 $1,095 Net earnings $190 $1,097 $204 $195 $343 Basic net earnings per common share $0.

REPORT AND CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

REPORT AND CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors Wells-Gardner Electronics Corporation: The audits referred to in our report dated March 9, 2011, included the related financial statement schedule for the years ended December 31, 2010, 2009 and 2008, included in Form 10-K.

FOURTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT

FOURTH AMENDMENT TO CREDIT AND SECURITY AGREEMENT THIS FOURTH AMENDMENT (the “Amendment”), dated March 4, 2011, is entered into by and between WELLS-GARDNER ELECTRONICS CORPORATION, an Illinois corporation (“Wells Gardner”) and AMERICAN GAMING & ELECTRONICS, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definit

9500 W. 55th Street, Suite A McCook, Illinois 60525-3605 . 708.290.2100 . Fax 708.290.2200 Publicly Traded (NYSE Amex: WGA), www.wellsgardner.com

9500 W. 55th Street, Suite A McCook, Illinois 60525-3605 . 708.290.2100 . Fax 708.290.2200 Publicly Traded (NYSE Amex: WGA), www.wellsgardner.com January 27, 2011 Via EDGAR and FACSIMILE Securities and Exchange Commission Division of Corporate Finance 100 F Street, NE Washington, DC 20549 Attention: Larry Spirgel Re: Wells-Gardner Electronics Corporation Form 10-K for the year ended 12/31/2009 Fil

9500 W. 55th Street, Suite A l McCook, Illinois 60525-3605 l 708.290.2100 l Fax 708.290.2200 Publicly Traded (NYSE Amex: WGA), www.wellsgardner.com

9500 W. 55th Street, Suite A l McCook, Illinois 60525-3605 l 708.290.2100 l Fax 708.290.2200 Publicly Traded (NYSE Amex: WGA), www.wellsgardner.com January 3, 2011 Via EDGAR and FACSIMILE Securities and Exchange Commission Division of Corporate Finance 100 F Street, NE Washington, DC 20549 Attention: Larry Spirgel Re: Wells-Gardner Electronics Corporation Form 10-K for the year ended 12/31/2009 Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2010. or [ ] Transition Report Pu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2010.

QUARTERLY REPORT.PDF

- 1 - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2010.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Wells-Gardner Electronics Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 949765101 Cusip Number Norman H. Pessin 366 Madison Avenue, 14th Floor New York, NY 10017 212-661-2670 (Name, Address and Telephone Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Wells-Gardner Electronics Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 949765101 Cusip Number Norman H. Pessin 366 Madison Avenue, 14th Floor New York, NY 10017 212-661-2670 (Name, Address and Telephone Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2010.

QUARTERLY REPORT.PDF

- 1 - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2010.

LOTTOMATICA GROUP SUBSIDIARY SPIELO SIGNS AGREEMENT WITH AMERICAN GAMING & ELECTRONICS TO DISTRIBUTE VIDEO GAMING TERMINALS IN ILLINOIS

PRESS RELEASE LOTTOMATICA GROUP SUBSIDIARY SPIELO SIGNS AGREEMENT WITH AMERICAN GAMING & ELECTRONICS TO DISTRIBUTE VIDEO GAMING TERMINALS IN ILLINOIS ROME, ITALY and MONCTON, CANADA (June 17, 2010) – Lottomatica Group S.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): June 16, 2010 Wells-Gardner Electronics Corporation (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction (Commission (I.R.S.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

-1- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): June 16, 2010 Wells-Gardner Electronics Corporation (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction (Commission (I.R

FORM 8K CURRENT RECORD.PDF

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 11, 2010 Wells-Gardner Electronics Corporation (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction (Commission (I.R.S. E

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 11, 2010 Wells-Gardner Electronics Corporation (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction (Commission (I.R.S. E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2010. or [ ] Transition Report Pursua

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2010.

QUARTERLY REPORT.PDF

- 1 - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2010.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 Commission File Number 1-8250 WELLS-GAR

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) ILLINOIS (State or other jurisdiction of incorpo

WELLS-GARDNER ELECTRONICS CORPORATION 2010 DEFINITIVE NOTICE AND PROXY.PDF

1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant  Filed by a Party other than the Registrant  Check the appropriate box:  Preliminary Proxy Statement  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))  Def

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin

WELLS-GARDNER ELECTRONICS CORPORATION FORM 10-K FOR THE PERIOD ENDING 12/31/2009.PDF

-1- TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

2009 Prices

SELECTED FINANCIAL DATA (in $000’s except for per share data, unaudited) 2009 2008 2007 2006 2005 Net sales $ 52,526 $ 53,839 $ 59,308 $ 64,748 $ 60,774 Gross margin $ 9,148 $ 8,356 $ 866 $ 10,349 $ 6,893 Operating earnings (loss) $ 1,377 $ 582 $ 546 $ 1,095 $ (2,745) Net earnings (loss) $ 1,097 $ 204 $ 195 $ 343 $ (2,996) Basic net earnings (loss) per common share $ 0.

By-Laws of the Company, as amended and restated and in force February 18, 2010, filed as Exhibit 3.2 of the Company’s Current Report on Form 8-K dated February 23, 2010 and incorporated herein by reference.

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF WELLS-GARDNER ELECTRONICS CORPORATION ARTICLE I OFFICES SECTION 1. Principal Office. The principal office of the Corporation in the State of Illinois shall be located at 9500 West 55th Street, Suite A, in the City of McCook, State of Illinois. SECTION 2. Other Offices. The Corporation may have and maintain such other business office or offices, either wit

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): February 18, 2010 Wells-Gardner Electronics Corporation (Exact name of registrant as specified in its charter) Illinois 1-8250 36-1944630 (State or other jurisdiction of incorporation

EX-3.2

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF WELLS-GARDNER ELECTRONICS CORPORATION ARTICLE I SECTION 1. OFFICES Principal Office SECTION 2. . The principal office of the Corporation in the State of Illinois shall be located at 9500 West 55 th Street, Suite A, in the City of McCook, State of Illinois. Other Offices SECTION 3. . The Corporation may have and maintain such other business office or offic

THIRD AMENDMENT TO CREDIT AND SECURITY AGREEMENT

THIRD AMENDMENT TO CREDIT AND SECURITY AGREEMENT THIS THIRD AMENDMENT (the “Amendment”), dated September 15, 2009, is entered into by and between WELLS GARDNER ELECTRONICS CORPORATION, an Illinois corporation (“Wells Gardner”) and AMERICAN GAMING & ELECTRONICS, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2009. or [ ] Transition Report Pu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2009.

QUARTERLY REPORT.PDF

- 1 - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2009.

QUARTERLY REPORT.PDF

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2009.

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2009.

FINAL PROPOSAL BETWEEN IBEW 1031 AND WELLS GARDNER ELECTRONICS MEMORANDUM OF UNDERSTANDING

FINAL PROPOSAL BETWEEN IBEW 1031 AND WELLS GARDNER ELECTRONICS MEMORANDUM OF UNDERSTANDING Due to current critical economical conditions, the following agreement has been reached.

QUARTERLY REPORT.PDF

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2009.

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2009.

Wells-Gardner Electronics Corporation Amended and Restated Executive Stock Award Plan, as amended and filed as Exhibit A to the Definitive Proxy Statement filed March 26, 2009 and incorporated herein by reference.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin

2009 DEFINITIVE NOTICE AND PROXY.PDF

9500 West 55 th Street, Suite A McCook, Illinois 60525-3605 April 7, 2009 To Our Shareholders: You are cordially invited to attend the 2009 Annual Meeting of Shareholders of Wells-Gardner Electronics Corporation which will be held at the corporate offices of the Company, 9500 West 55 th Street, Suite A, McCook, Illinois on Tuesday, May 12, 2009 at 10:00 A.

2008 2007 2006 2005 2004 Net sales $ 53,839 $ 59,308 $ 64,748 $ 60,774 $ 51,535 Gross margin $ 8,356 $ 9,866 $ 10,349 $ 6,893 $ 9,804 Operating earnings (loss) $ 582 $ 546 $ 1,095 $ (2,745 ) $ 1,052 Net earnings (loss) $ 204 $ 195 $ 343 $ (2,996 ) $

SELECTED FINANCIAL DATA (in $000’s except for per share data, unaudited) 2008 2007 2006 2005 2004 Net sales $ 53,839 $ 59,308 $ 64,748 $ 60,774 $ 51,535 Gross margin $ 8,356 $ 9,866 $ 10,349 $ 6,893 $ 9,804 Operating earnings (loss) $ 582 $ 546 $ 1,095 $ (2,745 ) $ 1,052 Net earnings (loss) $ 204 $ 195 $ 343 $ (2,996 ) $ 1,068 $ $ $ $ $ Basic net earnings (loss) per common share $ 0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2008 Commission File Number 1-8250 WELLS-GAR

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2008 Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) ILLINOIS (State or other jurisdiction of incorpo

Wells-Gardner Code of Business Conduct and Ethics filed as Exhibit 14.0 of the Company's Annual Report on Form 10-K for the year ended December 31, 2008 and incorporated herein by reference.

Wells-Gardner Electronics Corporation Code of Business Conduct & Ethics Introduction This Code of Business Conduct and Ethics (Code) covers a wide range of business practices and procedures.

THIRD QUARTER 2008 10Q.PDF

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2008.

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2008.

SECOND QUARTER 2008 10Q.PDF

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2008.

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2008.

EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made effective as of May 13, 2008 between JAMES BRACE ("Employee") and WELLS-GARDNER ELECTRONICS CORPORATION, an Illinois corporation ("Company").

FORM 8K WITH EXHIBIT 10.13

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 13, 2008 Wells-Gardner Electronics Corporation (Exact Name of Registrant as Specified in its Charter) ILLINOIS 1-8250 36-1944630 (State or Other Jurisdiction of incorporation) (Co

FIRST QUARTER 2008 10Q.PDF

1 TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2008.

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2008. [ ] Transitio

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2008.

REPORT AND CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

REPORT AND CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors and Shareholders Wells-Gardner Electronics Corporation: The audits referred to in our report dated March 18, 2008, included the related financial statement schedule as of December 31, 2007, 2006 and 2005 and for the years ended December 31, 2007, 2006 and 2005, included in Form 10-K.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2007 Commission File Number 1-8250 WELLS-GAR

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2007 Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) ILLINOIS (State or other jurisdiction of incorpo

2008 DEFINITIVE NOTICE AND PROXY

9500 West 55 th Street, Suite A McCook, Illinois 60525-3605 April 4, 2008 To Our Shareholders: You are cordially invited to attend the 2008 Annual Meeting of Shareholders of Wells-Gardner Electronics Corporation which will be held at the corporate offices of the Company, 9500 West 55 th Street, Suite A, McCook, Illinois on Tuesday, May 13, 2008 at 10:00 A.

Years Ended December 31,

SELECTED FINANCIAL DATA (in $000’s except for per share data, unaudited) Years Ended December 31, 2007 2006 2005 2004 2003 Net sales $ 59,308 $ 64,748 $ 60,774 $ 51,535 $ 46,681 Gross Margin $ 9,866 $ 10,349 $ 6,893 $ 9,804 $ 8,017 Operating earnings (loss) $ 546 $ 1,095 $ (2,745 ) $ 1,052 $ (540 ) Net earnings (loss) $ 195 $ 343 $ (2,996 ) $ 1,068 $ (697 ) Basic net earnings (loss) per common share $ 0.

By Laws WELLS-GARDNER ELECTRONICS (An Illinois Corporation) As amended and restated and in force April 24, 2007 Page ARTICLE I Offices 1 ARTICLE II Shareholders 1 ARTICLE III Board of Directors 4 ARTICLE IV Officers 8 ARTICLE V Shares, Certificate fo

By Laws WELLS-GARDNER ELECTRONICS CORPORATION (An Illinois Corporation) As amended and restated and in force April 24, 2007 INDEX Page ARTICLE I Offices 1 ARTICLE II Shareholders 1 ARTICLE III Board of Directors 4 ARTICLE IV Officers 8 ARTICLE V Shares, Certificate for Shares and Transfer of Shares 11 ARTICLE VI Dividends 12 ARTICLE VII Contracts, Loans, Checks and Deposits 13 ARTICLE VIII Corporate Seal 13 ARTICLE IX Miscellaneous Provisions 13 ARTICLE X Indemnification 14 ARTICLE XI Amendments 16 ii AMENDED AND RESTATED BYLAWS OF WELLS-GARDNER ELECTRONICS CORPORATION ARTICLE I OFFICES SECTION 1.

FIFTH AMENDMENT TO AMENDED EMPLOYMENT AGREEMENT

FIFTH AMENDMENT TO AMENDED EMPLOYMENT AGREEMENT This Fifth Amendment made effective as of December 13, 2007, between ANTHONY SPIER (“Employee”) and WELLS-GARDNER ELECTRONICS CORPORATION, an Illinois corporation (“Company”).

WELLS EASTERN ASIA DISPLAYS (M) SDN. BHD. (Incorporated in Malaysia) Company No: 501396-U Financial Statements and Supplementary Data for the financial period ended October 5, 2007

WELLS EASTERN ASIA DISPLAYS (M) SDN. BHD. (Incorporated in Malaysia) Company No: 501396-U Financial Statements and Supplementary Data for the financial period ended October 5, 2007 Contents Page Report of Independent Registered Public Accounting Firm……………….………………… 1 Balance Sheets as of October 5, 2007 and December 31, 2006….…………..…………… 2 Income Statements for the Period/Years Ended October 5, 200

EX-23.0

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin

Current Report

. . -LLD-GARDNER* ELECTRONICS CORPORATION 9500 W. 55lh Slreet, Suitc A . McCook, lllinois60525-3605 708.290.2100. Fax 708.290.2200 Publicly Traded(AAfE2 IYGA), wwv.well.v~ard~~er.cumm FIFTH AMENDMENT TO AMENDED EMPLOYMENT AGREEMENT This Fifth Amendment made effective as of December 13,2007, belween ANTHONY SPIER ("Employee") and WELLS-GARDNER ELECTRONICS CORPORATION, an Illinois corporation ("Comp

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 11, 2008 Wells-Gardner Electronics Corporation (Exact Name of Registrant as Specified in its Charter) ILLINOIS 1-8250 36-1944630 (State or Other Jurisdiction of incorporation)

2007 THIRD QTR 10Q.PDF

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2007.

UNITED STATESSECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2007. or [ ] Transition Report Pur

TABLE OF CONTENTS UNITED STATESSECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2007.

FIRST AMENDMENT TO INDUSTRIAL BUILDING LEASE

FIRST AMENDMENT TO INDUSTRIAL BUILDING LEASE THIS FIRST AMENDMENT TO INDUSTRIAL BUILDING LEASE (this “Amendment”) is made and entered into as of this 25th day of April, 2007, by and between WEST 55TH STREET INVESTORS LLC, a Delaware limited liability company (“Landlord”) and WELLS GARDNER ELECTRONICS CORPORATION, an Illinois corporation (“Tenant”).

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2007.

2007 SECTOND QTR 10Q.PDF

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2007.

SECOND AMENDMENT TO CREDIT AND SECURITY AGREEMENT

SECOND AMENDMENT TO CREDIT AND SECURITY AGREEMENT THIS SECOND AMENDMENT (the “Amendment”), dated June 29, 2007, is entered into by and between WELLS GARDNER ELECTRONICS CORPORATION, an Illinois corporation (“Wells Gardner”) and AMERICAN GAMING & ELECTRONICS, INC.

FORM 144 - BRACE SALE OF 3,528 SHARES

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0101 Expires: December 31, 2009 Estimated average burden hours per response ...........2.00 FORM 144 SEC USE ONLY DOCUMENT SEQUENCE NO. NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933 ATTENTION: Transmit for filing 3 copies of this form concurrently with

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0101 Expires: December 31, 2009 Estimated average burden hours per response 2.00 FORM 144 SEC USE ONLY NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933 DOCUMENT SEQUENCE NO. ATTENTION: Transmit for filing 3 copies of this form concurrently with either pla

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2007. [ ] Transition Report Pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2007.

FIRST AMENDMENT TO CREDIT AND SECURITY AGREEMENT

FIRST AMENDMENT TO CREDIT AND SECURITY AGREEMENT THIS FIRST AMENDMENT (the “Amendment”), dated March 29th, 2007, is entered into by and between WELLS GARDNER ELECTRONICS CORPORATION, an Illinois corporation (“Wells Gardner”) and AMERICAN GAMING & ELECTRONICS, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2006 Commission File Number 1-8250 WELLS-GAR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2006 Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) ILLINOIS (State or other jurisdiction of incorporation or organiza

2006 Prices

COMMON SHARE MARKET PRICE The Company's common shares are traded on the American Stock Exchange under the symbol WGA.

WELLS EASTERN ASIA DISPLAYS (M) SDN. BHD. (Incorporated in Malaysia) Company No: 501396-U Financial Statements and Supplementary Data for the financial year ended 31 December 2006 Table of Contents Page Report of Independent Registered Public Account

WELLS EASTERN ASIA DISPLAYS (M) SDN. BHD. (Incorporated in Malaysia) Company No: 501396-U Financial Statements and Supplementary Data for the financial year ended 31 December 2006 Table of Contents Page Report of Independent Registered Public Accounting Firm 1 Balance Sheets as of 31 December 2006 and 2005 2 Income Statements for the Years Ended 31 December 2006, 2005 and 2004 3 Statements of Chan

By Laws WELLS-GARDNER ELECTRONICS (An Illinois Corporation) As amended and restated and in force August 3, 2006

By Laws WELLS-GARDNER ELECTRONICS CORPORATION (An Illinois Corporation) As amended and restated and in force August 3, 2006 INDEX Page ARTICLE I Offices 1 ARTICLE II Shareholders 1 ARTICLE III Board of Directors 4 ARTICLE IV Officers 8 ARTICLE V Shares, Certificate for Shares and Transfer of Shares 11 ARTICLE VI Dividends 12 ARTICLE VII Contracts, Loans, Checks and Deposits 13 ARTICLE VIII Corporate Seal 13 ARTICLE IX Miscellaneous Provisions 13 ARTICLE X Indemnification 14 ARTICLE XI Amendments 16 LP 1049350.

WELLS GARDNER electronics corporation LOCAL 1031 THE INTERNATIONAL BROTHERHOOD OF ELECTRICAL WORKERS, July 3, 2006 to June 29, 2009 TABLE OF CONTENT'S PAGE ARTICLE I UNION AND MANAGEMENT Section 1. Parties and Effective Date 1 Section 2. Expiration D

AGREEMENT BETWEEN WELLS GARDNER electronics corporation AND LOCAL 1031 OF THE INTERNATIONAL BROTHERHOOD OF ELECTRICAL WORKERS, AFL-CIO July 3, 2006 to June 29, 2009 TABLE OF CONTENT'S PAGE ARTICLE I UNION AND MANAGEMENT Section 1.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2006.

REVOLVING NOTE Permitted liens, Financing Statements

EXHIBIT 10.1 CREDIT AND SECURITY AGREEMENT BY AND BETWEEN WELLS GARDNER ELECTRONICS CORPORATION AND AMERICAN GAMING & ELECTRONICS, INC. AND WELLS FARGO BANK, NATIONAL ASSOCIATION Acting through its Wells Fargo Business Credit operating division August 21, 2006 ACKNOWLEDGMENT IT IS HEREBY ACKNOWLEDGED, by and between WELLS FARGO BANK, NATIONAL ASSOCIATION (the “Lender”) acting through its Wells Far

Current Report

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): August 21, 2006 Wells-Gardner Electronics Corporation (Exact Name of Registrant as Specified in its Charter) ILLINOIS 1-8250 36-1944630 (State or Other Jurisdiction of incorporation

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 21, 2006 Wells-Gardner Electronics Corporation (Exact Name of Registrant as Specified in its Charter) ILLINOIS 1-8250 36-1944630 (State or Other Jurisdiction of incorporation)

1. Amendment. Subject to the satisfaction of the terms and conditions contained herein, Borrowers and Lender agree to amend the Loan Agreement as follows: 2. Representations and Warranties of Borrowers. Each Borrower represents and warrants that, as

Exhibit 10.1 SEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS SEVENTH AMENDMENT (this “Amendment”) is made as of the day of August, 2006 to the Loan and Security Agreement dated as of June 30, 2003 (as amended or otherwise modified from time to time, the “Loan Agreement”; unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed to them in the Loan Agreem

Notes to the Unaudited Condensed Consolidated Financial Statements

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2006.

By Laws WELLS-GARDNER ELECTRONICS CORPORATION (An Illinois Corporation) As amended and restated and in force August 3, 2006

Exhibit 3.1 By Laws WELLS-GARDNER ELECTRONICS CORPORATION (An Illinois Corporation) As amended and restated and in force August 3, 2006 INDEX Page ARTICLE I Offices 1 ARTICLE II Shareholders 1 ARTICLE III Board of Directors 4 ARTICLE IV Officers 8 ARTICLE V Shares, Certificate for Shares and Transfer of Shares 11 ARTICLE VI Dividends 12 ARTICLE VII Contracts, Loans, Checks and Deposits 12 ARTICLE

Notes to the Unaudited Condensed Consolidated Financial Statements

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2006 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) Illinois 36-1944630 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.

Publicly Traded (AMEX: WGA), www.wellsgardner.com

Exhibit 99.1 9500 W. 55th Street, Suite A • McCook, Illinois 60525-3605 • 708.290.2100 • Fax 708.290.2200 Publicly Traded (AMEX: WGA), www.wellsgardner.com WELLS-GARDNER ANNOUNCES FILING OF A LAWSUIT AGAINST TOVIS Chicago, Illinois, May 2, 2006 - Wells-Gardner Electronics Corporation (AMEX:WGA) announced that they have filed a lawsuit against Tovis Co. Ltd. of Korea, a CRT monitor and LCD supplier

UNITED STATES DISTRICT COURT DISTRICT OF NEVADA

Exhibit 99.2 JIM BOYLE Nevada Bar No. 8384 BEN WEST Nevada Bar No. 8306 SANTORO, DRIGGS, WALCH, KEARNEY, JOHNSON & THOMPSON 400 South Fourth Street, Third Floor Las Vegas, Nevada 89101 Tel: 702-791-0308 Fax: 702-791-1912 Attorneys for Plaintiff UNITED STATES DISTRICT COURT DISTRICT OF NEVADA WELLS-GARDNER ELECTRONICS CORP., CASE NO.: Plaintiff COMPLAINT FOR VIOLATIONS OF v. FEDERAL AND NEVADA STAT

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 1, 2006 Wells-Gardner Electronics Corporation (Exact Name of Registrant as Specified in its Charter) ILLINOIS 1-8250 36-1944630 (State or Other Jurisdiction of (Commission (I.R.S.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents OMB APPROVAL OMB Number: 3235-0059 Expires: February 28, 2006 Estimated average burden hours per response 12.

Audited Financial Statements

Exhibit 10.14 WELLS EASTERN ASIA DISPLAYS (M) SDN. BHD. (Incorporated in Malaysia) Company No: 501396-U Financial Statements Years ended December 31, 2005, 2004 and 2003 Contents Page Report of Independent Registered Public Accounting Firm 1 Balance Sheets as of December 31, 2005 and 2004 2 Income Statements for the Years Ended December 31, 2005, 2004 and 2003 3 Statements of Changes in Equity for

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2005 Commission File Number 1-8250 WELLS-G

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2005 Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) ILLINOIS (State or other jurisdiction of incor

Sixth Amendment to the Credit Agreement

exv10w20 Exhibit 10.20 SIXTH AMENDMENT TO THE CREDIT AGREEMENT SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS SIXTH AMENDMENT (this “Amendment”) is made as of the 15th day of March, 2006 to the Loan and Security Agreement dated as of June 30, 2003 (as amended or otherwise modified from time to time, the “Loan Agreement”; unless otherwise defined herein, capitalized terms used herein shall hav

Consent of Blackman Kallick Bartelstein LLP

exv23w0 REPORT ON SCHEDULE AND CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors and Shareholders Wells-Gardner Electronics Corporation: The audits referred to in our report dated February 28, 2006, included the related financial statement schedule as of December 31, 2005, 2004 and 2003 and for the years ended December 31, 2005, 2004 and 2003, included in Form 10-K.

Third Amendment to the Credit Agreement

EX-10.17 3 c03262exv10w17.htm THIRD AMENDMENT TO THE CREDIT AGREEMENT Exhibit 10.17 THIRD AMENDMENT TO THE CREDIT AGREEMENT THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS THIRD AMENDMENT (this “Amendment”) is made as of the 25th day of April, 2005 to the Loan and Security Agreement dated as of June 30, 2003 (as amended or otherwise modified from time to time, the “Loan Agreement”; unless othe

Annual Report to Shareholders

exv13w0 SELECTED FINANCIAL DATA (in $000’s except for per share data) Years Ended December 31, 2005 2004 2003 2002 2001 Net sales $ 60,774 $ 51,535 $ 46,681 $ $49,309 $ 42,550 Moving related costs — — — — 1,334 Operating (loss) earnings (2,716 ) 1,069 (540 ) 1,097 (2,372 ) (Loss) earnings from continuing operations (2,996 ) 1,068 (697 ) 763 (2,894 ) Loss on discontinued operations — — — — (2,813 ) Cumulative effect of change in accounting principle — — — 52 — Net (loss) earnings ($2,996 ) $ 1,068 ($697 ) $ 815 ($5,707 ) Basic net (loss) earnings per common share ($0.

1. Waiver. Subject to the conditions set forth in Section 4 below, Lender hereby waives the Existing Default. Lender’s agreement to waive the Existing Default is a limited waiver and shall not constitute a waiver of any other Events of Default now e

Exhibit 10.1 WAIVER AND FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS WAIVER AND FIFTH AMENDMENT (this “Amendment”) is made as of the 10th day of November, 2005 to the Loan and Security Agreement dated as of June 30, 2003 (as amended or otherwise modified from time to time, the “Loan Agreement”; unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed t

Notes to the Unaudited Condensed Consolidated Financial Statements

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2005 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) Illinois 36-1944630 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.

Fourth Amendment to the Credit Agreement

Exhibit 10.1 FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT THIS FOURTH AMENDMENT (this “Amendment”) is made as of the day of August, 2005 to the Loan and Security Agreement dated as of June 30, 2003 (as amended or otherwise modified from time to time, the “Loan Agreement”; unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed to them in the Loan Agreemen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2005 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 1-8250 WELLS-GARDNER ELECTRONICS CORPORATION (Exact name of registrant as specified in its charter) Illinois 36-1944630 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.

9500 W. 55th Street, Suite A • McCook, Illinois 60525-3605 • 708.290.2100 • Fax 708.290.2200 Publicly Traded (AMEX: WGA), www.wellsgardner.com WELLS-GARDNER ANNOUNCES JAMES F BRACE AS ITS NEW CFO

EX-99.1 2 c96021exv99w1.htm PRESS RELEASE Exhibit 99.1 9500 W. 55th Street, Suite A • McCook, Illinois 60525-3605 • 708.290.2100 • Fax 708.290.2200 Publicly Traded (AMEX: WGA), www.wellsgardner.com WELLS-GARDNER ANNOUNCES JAMES F BRACE AS ITS NEW CFO Chicago, Illinois, June 13, 2005 —— Wells-Gardner Electronics Corporation (AMEX:WGA) announced today that James F. Brace has been hired as the compan

Current Report

8-K 1 c96021e8vk.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 14, 2005 Wells-Gardner Electronics Corporation (Exact Name of Registrant as Specified in its Charter) ILLINOIS (State or Other Jurisdiction of