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): May 31, 1996
TOP SOURCE TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or other jurisdiction of incorporation)
1-11046 84-1027821
(Commission File Number) (IRS Employer Identification No.)
7108 Fairway Drive, Suite 200, Palm Beach Gardens, FL 33418-3757
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (407) 775-5756
(Former name or former address, if changed since last report)
<PAGE>
Item 5. Other Events.
In connection with the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995, Top Source Technologies, Inc. (the "Company") is
filing cautionary statements identifying important factors that could cause the
Company's actual results to differ materially from those projected in
forward-looking statements of the Company made by, or on behalf of the Company.
2
<PAGE>
The following is filed as an Exhibit to this Report.
Exhibit Number 99
Description
Cautionary Statement for Purposes of the Safe Harbor Provisions of the Private
Securities Litigation Reform Act of 1995.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
TOP SOURCE TECHNOLOGIES, INC.
(Registrant)
By (Signature and Title):
Stuart Landow, President (Chief Executive Officer)
Dated: May 31, 1996
3
<PAGE>
CAUTIONARY STATEMENT FOR PURPOSES OF THE SAFE HARBOR PROVISIONS OF
THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
The Company and its principal executive officers from time to time make
forward-looking statements which are identified as such. The Company wishes to
caution readers that the results expected by any or all of the forward-looking
statements may not occur. Important factors that could cause actual results to
differ materially from the forward-looking statements include, but are not
limited to, the following:
o Internal matters existing with potential on-site oil analysis
customers or joint venture partners that may delay orders or
agreements or result in an anticipated business not occurring;
o General reluctance of potential OSA customers to adopt
new technology or change traditional ways of doing
business;
o The need to customize OSA software which could result in
unanticipated delays;
o Resolution of business and technology issues necessary in
order to consummate a Pacific Rim joint venture;
o Successful completion of tests by an oil refinery;
o A successful trial of an OSA by a railroad;
o The results of on-going discussions with interior trim
suppliers and United States automakers concerning future Top
Source Automotive sales;
o The Company's ability to obtain contracts from other
automotive suppliers in order to fully utilize the
Company's assembly facilities;
o Unanticipated business or contractual issues relating to
the Company's franchise relationship; and
o The master franchisor's ability to implement its OSA
franschise program.
EXHIBIT 99
<PAGE>