<PAGE> 1
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
11 March 1997
- --------------------------------------------------------------------------------
Date of report (Date of earliest event reported)
Spire Corporation
- --------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
Massachusetts
- --------------------------------------------------------------------------------
(State or Other Jurisdiction of Incorporation)
0-12742 04-2457335
- --------------------------------------------------------------------------------
(Commission File Number) (I.R.S. Employer Identification No.)
One Patriots Park, Bedford, Massachusetts 01730-2396
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices (Zip Code)
(617) 275-6000
- --------------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
N/A
- --------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE> 2
Item 5. Other Events.
In connection with the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995, Spire Corporation ("Company") is hereby filing
cautionary statements identifying important factors that could cause the
Company's actual results to differ materially from those indicated in
forward-looking statements of the Company made by or on behalf of the Company.
Item 7. Financial Statements and Exhibits.
Exhibit No. Description of Exhibit
99 Cautionary statement for purposes of the "safe harbor"
provisions of the Private Securities Litigation Reform
Act of 1995.
<PAGE> 3
SIGNATURE
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.
SPIRE CORPORATION
(Registrant)
Date: March 11, 1997 By: /s/ Richard S. Gregorio
------------------------------------
Richard S. Gregorio
Vice President & Chief Financial Officer
<PAGE> 1
EXHIBIT 99. Additional Exhibits
CAUTIONARY FACTORS RELEVANT TO FORWARD-LOOKING STATEMENTS
The Private Securities Litigation Reform Act of 1995 provides a "safe harbor"
for forward-looking statements. The Company hereby identifies the following
important factors that could cause the Company's actual results to differ
materially from those in forward-looking statements of the Company made by or on
behalf of the Company:
(a) Dependence on government agencies and other third parties for funding
contract research and service.
(b) Competition. See Item 1. Business - "Competition" in the Company's Annual
Report on Form 10-KSB.
(c) Dependence on the trends of the medical industry which has faced pricing
pressures and consolidations.
(d) Management's reliance on the adequacy of certain accounting reserves.
(e) Dependence on key personnel. The success of the Company is dependent on the
efforts and abilities of certain key management and technical personnel. There
is intense competition for a limited number of qualified employees among
companies in the Company's markets. The loss of certain of the Company's
employees or an inability to attract and motivate highly skilled employees could
adversely affect its business.
(f) Protection of proprietary technology. See Item 1. Business - "Patents" in
the Company's Annual Report on Form 10-KSB.