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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 and Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
April 25, 1997
FORWARD INDUSTRIES, INC.
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(Exact Name of Registrant as Specified in its Charter)
New York 0-6669 13-1950672
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
incorporation) No.)
275 Hempstead Turnpike
West Hempstead, New York 11552
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(Address of principal executives offices)
Registrant's Telephone Number, including
area code: (516) 564-1100
Not Applicable
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(Former Address, if changed since last report)
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Item 5. Other Events
Amendment to Convertible Note
Reference is made to Part 2 ("Management's Discussion and Analysis")
of the Quarterly Report on Form 10-QSB of Forward Industries, Inc. (the
"Company") for its quarterly period ended March 31, 1996 in which the Company
indicated that on February 14, 1996, it had issued its thirteen month note in
the principal amount of $250,000 (the "Note") convertible into restricted
shares of Common Stock at a conversion rate of $1.00 per share. The Note was
modified on October 19, 1996 to reduce the conversion rate to $.50 per share,
and further modified on April 25, 1997 to extend the maturity of the Note to
July 15, 1998 and to reduce the conversion rate to $.25 per share. At such time
the Note was also amended so as to grant the holder thereof a warrant to
purchase 60,000 shares of the Company's Common Stock, at $2.00 per share, upon
the conversion of the remaining outstanding principal balance of the Note, which
is currently $150,000. Certain other terms of conversion were also amended.
Extension of Credit Facility
Reference is made to Item 6 ("Management's Discussion and Analysis")
of the Company's Annual Report on Form 10-KSB for the year ended September 30,
1996 in which the Company indicated that the Company's lines of credit with
1st Source Bank (the "Bank") aggregating $1,100,000 which were originally
scheduled to mature on August 15, 1995 had been extended to March 17, 1997.
Such lines of credit were further extended, on March 17, 1997, to May 1, 1997,
and again on May 1, 1997 to June 1, 1997, under the same terms. The final
extension was, however, conditioned on the Company's agreement to enter into
arrangements by such date which will allow the Company to repay all indebtedness
to the Bank within forty-five (45) days thereafter. There can be no assurances
that such arrangements can be made on terms acceptable to the Company, or
at all, a consequence of which may be the failure of the Company to obtain
additional extensions from the Bank resulting in a default of the Company's
obligations thereto.
Item 7. Financial Statements, Pro Forma
Financial Information and Exhibits
(a) Financial statements of business acquired: Not applicable
(b) Pro forma financial information: Not applicable
(c) Exhibits: None.
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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.
May 6, 1997
FORWARD INDUSTRIES, INC.
By: /s/ Theodore H. Schiffman
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Theodore H. Schiffman
Chairman and Chief Executive Officer
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