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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 15, 1996
ABS INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-9556 34-0074580
(State or other (Commission (IRS Employer
jurisdiction of File No.) Identification No.)
incorporation)
Interstate Square I, Suite 300, Willoughby, Ohio 44094
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (216) 946-2274
None
(Former name or former address, if changed since last report)
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Item 5. Other Events
On February 15, 1996, ABS Industries, Inc. (the "Company")
issued a press release which is attached hereto as Exhibit 99.1 and which is
incorporated herein by reference.
Item 7. Financial Statements and Exhibits
(c) Exhibits.
99.1 Press release of the Company, dated
February 15, 1996.
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.
ABS INDUSTRIES, INC.
By: /s/ William J. McCarthy
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Name: William J. McCarthy
Title: President and
Chief Executive Officer
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EXHIBIT INDEX
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Number Subject Matter
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99.1 Press release of the Company, dated February 15, 1996.
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Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact: William J. McCarthy
President and Chief Executive Officer
Willoughby, Ohio, February 15, 1996 - ABS Industries, Inc.
(NASDAQ: ABSI) announced today following a court hearing that it had reached
an agreement in open court with the secured lenders and customers of its
operating subsidiaries, Colfor, Inc., and Colmach, Inc., whereby Mr. Frederic
Caruso of Development Specialists, Inc. will continue to act as the president
and chief executive officer of Colfor and Colmach pending the sale of all or
substantially all of the assets of both corporations. Mr. Caruso has been
directed to engage an investment banker, subject to court approval, to seek to
effect such sale. The agreement specifically permits William J. McCarthy,
Chief Executive Officer of ABS and its principal shareholder, to attempt to
make a higher and better offer than any proposed as a result of the attempted
sale.
The agreement also provides that Mr. Caruso shall have all the powers
and authority of a chapter 11 trustee under the Bankruptcy Code and that he
shall propose, negotiate, file and proceed to confirmation on a plan of
reorganization for Colfor and Colmach. In addition, the agreement provides
that separate, independent boards of directors shall be appointed for both
corporations by Mr. Caruso, subject to court approval.
The agreement also calls for the lenders to provide interim financing
to Colfor and Colmach on substantially the terms and conditions of the
agreement in principle reached among the companies, the secured lenders and the
customers on January 26, 1996. Such financing arrangement will be reviewed by
the court at a hearing scheduled for March 8, 1996. The financing arrangement
enables Colfor and Colmach to continue operations without a shutdown.
ABS, through its wholly-owned subsidiaries, Colfor, Inc. and Colmach,
Inc., operates exclusively in the cold and warm forging industry and the
machining of forged components.
