SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
AMENDED 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 2, 1997
Williams Industries, Incorporated
(Exact name of registrant as specified in its charter)
Virginia 0-8190 54-0899518
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) identification No.)
incorporation)
2849 Meadow View Road, Falls Church, Virginia 22042
(Address of principal executive offices) (Zip Code)
(703) 560-5196
(Registrant's telephone number, including area code)
Not Applicable
(Former names or former address if changes since last report)
Item 5. Other Events.
As of March 31, 1997, the Company settled its Bank Group
debt of approximately $8.5 million by the payment of
approximately $1.9 million, the transfer of approximately $1
million to the Company's existing real estate loan, and the
issuance of convertible debentures in the aggregate amount of
$500,000 due February 1, 2000 to the Bank Group members
(NationsBank and The Federal Deposit Insurance Corporation).
Upon completion of the transaction, the remaining Bank Group
debt was forgiven. The debentures are convertible at any time
until maturity or payment into 20% of the Company's common stock
outstanding and committed at the time of conversion. The
debentures provide that the
company may prepay them upon 30 days notice to the holders but
the debentures nevertheless may be partially or fully converted
prior to the expiration of the 30 day notice period.
A portion of the funds required for the transaction were
borrowed from CIT Group/Credit Finance, Inc. on a loan and
security agreement which provides for a term loan of
approximately $3 million, amortizing at $34,750 per month, plus
interest at prime + 2.5%, with the entire balance due and
payable on March 31, 2000, secured by substantially all of the
Company's assets.
The company has realized a substantial gain in this
transaction, which will be included as an extraordinary gain in
the company's third quarter financial statements for the quarter
ending April 30, 1997. Net of transaction costs and other
charges associated with the transaction, the gain approximates
$3 million.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
WILLIAMS INDUSTRIES, INCORPORATED
Date: October 17, 1997 /s/ Frank E. Williams, III
By: Frank E. Williams, III
President
