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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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) MARCH 10, 1995
MET-COIL SYSTEMS CORPORATION
(Exact Name of Registrant as Specified in Charter)
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<S> <C> <C>
DELAWARE 0-14057 42-1027215
(State or Other Jurisdiction of Incorporation) (Commission File No.) (I.R.S. Employer No.)
5486 SIXTH STREET SW, CEDAR RAPIDS, IOWA 52404
(Address or Principal Executive Offices) (Zip Code)
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Registrant's telephone number, including area code (319) 363-6566
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ITEM 5. OTHER INFORMATION
On February 28, 1995 the Company completed a $2 million private
placement of convertible preferred stock with a 6% annual cumulative
dividend at a $10 per share purchase price in a private placement
offering. Each share carries a $1 par value and a liquidation value
of $10 per share plus accumulated but unpaid dividends. Each share
of preferred stock is convertible into three shares of common stock,
and, if not converted, is redeemable on or after December 31, 1998 by
either the Company or the holder for $13 per share plus accumulated
but unpaid dividends. Pursuant to a selling agreement with the
underwriter, the Company has paid an 8% selling commission and
reimbursed the underwriter for incidental expenses and has issued
50,000 warrants to the underwriter to purchase common stock at $3.33
per share through December 31, 1998.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
C. Exhibits.
99. Press Release dated February 28, 1995
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.
Date: March 10, 1995 Met-Coil Systems Corporation
By: Joseph H. Ceryanec/s/
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Name: Joseph H. Ceryanec
Title: Vice President-Finance and
Chief Financial Officer
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Exhibit 99
NEWS [MET-COIL LOGO]
5486 Sixth Street SW Cedar Rapids, Iowa 52404 USA Telephone 319/363-6566
FOR RELEASE: Immediate CONTACT: Joseph H. Ceryanec
(319) 363-6566
MET-COIL ANNOUNCES COMPLETION OF A
PREFERRED STOCK OFFERING
CEDAR RAPIDS, IOWA -- February 28, 1995 -- Met-Coil Systems Corporation
(NASDAQ- Mets); a supplier of advanced sheet metal and glass processing
technologies for the global market, announced the Company completed a $2
million private placement of convertible preferred stock with various investors
at a $10 per share price with a 6% dividend. The preferred stock is
convertible into three shares of common per preferred share, and if not
converted is redeemable on or after December 31, 1998 by either the Company or
the holder for $13 per share.
Berthel Fisher & Company Financial Services, Inc. of Cedar Rapids was
managing dealer of the private placement of the Preferred Stock shares with a
significant participation from Smith Barney in Davenport, Iowa.
Met-Coil is headquartered in Cedar Rapids, Iowa. Its operating units and
affiliates include Iowa Precision Industries also in Cedar Rapids; The
Lockformer Company in Lisle, Illinois; Rowe Machinery and Automation, Inc. in
Dallas, Texas; Met-Coil Ltd., Ayase, Japan; Lockformer Europe in Copenhagen,
Denmark and Met-Coil Europe in Frankfurt, Germany.
