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, 1998
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.
News Release dated April 13, 1998, filed as Exhibit 20 to this
Current Report on Form 8-K, is incorporated by reference herein.
EXHIBITS
Exhibit 20 News Release dated April 13, 1998, filed with this
report.
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: April 13, 1998 /s/ Frank E. Williams, III
By: Frank E. Williams, III
President
CONTACT:
Marianne V. Pastor
(703) 560-5196
E-Mail: [email protected]
FOR IMMEDIATE RELEASE:
Williams Industries Satisfies
Corporate Debentures; Reclaims
More Than Seven Percent of Company Stock
Falls Church, Virginia --- April 13, 1998 --- Williams
Industries, Inc. (WMSI --- Nasdaq National Market System) today
announced that it has redeemed two convertible debentures which,
had conversion occurred, represented at least 246,560 shares of
the company's common stock. The company paid the debentures at
face value, $165,000, when the holder failed to give notice of
conversion after receipt of the company's notice of intent to
redeem. The shares, at the time of conversion, had a market
value of approximately $1.3 million.
Both of the debentures were redeemed from the Federal Deposit
Insurance Corporation (FDIC), which acquired the financial
instruments several years ago as a result of agreements made with
the company during its debt restructuring. The option to convert
the debentures to the company's common stock belonged to the
holder. However, proper notification of conversion was required
to be issued within a certain timeframe after the company gave
notice of its intent to pay off the debentures. When this
notification did not occur, the company had the right to redeem
the debentures, which it promptly did.
Frank E. Williams, III, the company's president and CEO, said
he would not speculate as to why the FDIC chose not to convert the
debentures. "However," Williams added, "I can say we were
watching the deadlines very carefully and when they failed to give
notice within the terms of our agreement, we immediately availed
ourselves of the opportunity to reclaim the shares represented by
the debentures. These transactions effectively save our
existing shareholders from the seven percent dilution that would
have occurred if the FDIC had been issued the 246,560 shares
represented by the debentures."
Any accounting implications from the redemption of the
debentures will be shown on the company's third quarter financial
statements. The company's third quarter ends April 30, 1998.
Williams concluded, "I think our shareholders and others
following the company should take the redemption of the debentures
as a very positive sign that the company is again in charge of its
own destiny. At a minimum, these transactions continue the
company's reduction of notes payable and increases the book value
of each share of the company's stock by seven percent. The
redemption of the debentures is certainly one of the final items
of the company's old restructuring issues. We are delighted it
was concluded to the benefit of our shareholders, who have been
extremely loyal."
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