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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 26, 1996
INTEK DIVERSIFIED CORPORATION
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(Exact name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
0-9160 04-2450145
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(Commission File Number) (I.R.S. Employer Identification No.)
970 West 190th Street, Suite 720, Torrance, California 90502
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(Address of Principal Executive Office) (Zip Code)
(310)366-7335
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
On April 26, 1996, INTEK Diversified Corporation ("INTEK") sold a series
of 6.5% Notes (with attached Offshore Warrants) to six purchasers at an
aggregate purchase price of $4,750,000 net to INTEK. All of the purchasers
were foreign corporations or limited partnerships which executed note and
warrant purchase agreements in which they represented and warranted that the
6.5% Notes and attached Offshore Warrants were offered and sold in non-U.S.
transactions. The sale of the 6.5% Notes and attached Offshore Warrants was
exempt from the registration requirements of the Securities Act of 1933
pursuant to Rule 903 of Regulation S. The Offshore Warrants, pursuant to which
the principal amount of the 6.5% Notes will be converted into Intek common
stock, become exercisable on July 26, 1996 at discounts from the market price
of Intek's common stock that will range from 0% to 25%, depending on the market
price on the date of exercise. The purchasers were located by Global Emerging
Markets/Northeast Securities, Inc. ("GEM/NES"), which had signed a placement
agreement with INTEK pursuant to which GEM/NES was paid 5% of the gross
proceeds of the purchase price of the 6.5% Notes.
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.
INTEK DIVERSIFIED CORPORATION
(Registrant)
Date: May 9, 1996 By: /s/ Steven L. Wasserman
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(Signature)
Steven L. Wasserman
Secretary
