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) DECEMBER 13, 1996
INDUSTRIAL HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
TEXAS 1-9580
(State of other jurisdiction of (Commission File Number)
incorporation)
76-0289495
(IRS Employer Identification No.)
7135 ARDMORE HOUSTON, TEXAS 77054
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code(713) 747-1025
(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS
On December 13, 1996, at 5:00 p.m., New York city time, Industrial
Holdings, Inc. (the "Company") completed an offer to the holders (the
"Warrantholders") of its Class A Redeemable Common Stock Purchase Warrants
("Class A Warrants") whereby for each Class A Warrant tendered plus $6.00, (the
Warrantholder received one share of Common Stock, one Class B Redeemable Common
Stock Purchase Warrant ("Class B Warrant") and one Class C Redeemable Common
Stock Purchase Warrant ("Class C Warrant").
The holders of 623,714 Class A Warrants (representing approximately 99%
of the originally issued and outstanding Class A Warrants that could have been
tendered for exercise) tendered their Class A Warrants and purchased 623,714
shares of Common Stock and were issued 623,714 Class B Warrants and 623,714
Class C Warrants. The Company received net proceeds of $3,642,284 after
deduction of approximately $100,000 of expenses incurred in connection with the
Offer. As a result of the tender of the Class A Warrants, the total number of
shares of Common Stock outstanding will be approximately 4,843,294 and 8,786
Class A Warrants remain outstanding. The outstanding Class A Warrants will
expire after January 14, 1997.
EXHIBITS
99.1 Press release dated December 16, 1996 announcing the results of the Offer.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed in its behalf by the
undersigned hereunto duly authorized.
INDUSTRIAL HOLDINGS, INC.
By: /s/CHRISTINE A. SMITH
Christine A. Smith
VICE PRESIDENT AND CHIEF FINANCIAL OFFICER
Date: December 16, 1996
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EXHIBIT INDEX
EXHIBIT NUMBER AND DESCRIPTION PAGE
99.1 Press release dated December 16, 1996
announcing the results of the Offer. 4
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE FOR INFORMATION CONTACT
ALL NAMES VERIFIED ROBERT E. CONE, CEO
(713) 747-1025
INDUSTRIAL HOLDINGS, INC.
REPORTS RESULTS OF TENDER OFFER
TO CLASS A WARRANTHOLDERS
HOUSTON, TX (DECEMBER 16, 1996) - Industrial Holdings, Inc. (NASDAQ/NMS-IHII)
announces today the results of its offer (the "Offer") to the holders of its
Class A Redeemable Warrants to exchange each Class A Warrant and $6.00 for one
share of IHI Common Stock, one Class B Redeemable Warrant and one Class C
Redeemable Warrant. The Offer commenced on November 12, 1996 and ended at 5:00
p.m., New York City time on December 13, 1996.
The holders of 623,714 Class A Warrants (representing approximately 99% of the
originally issued and outstanding Class A Warrants that could have been tendered
for exercise) tendered their Class A Warrants and purchased 623,714 shares of
Common Stock and were issued 623,714 Class B Warrants and 623,714 Class C
Warrants. The Company received net proceeds of $3,642,284 after deduction of
approximately $100,000 of expenses incurred in connection with the Offer. As a
result of the tender of the Class A Warrants, the total number of shares of
Common Stock outstanding will be approximately 4,843,294 and 8,786 Class A
Warrants remain outstanding. The outstanding Class A Warrants will expire after
January 14, 1997.
IHI operates through its two divisions, Energy Products and Services and
Fastener Sales and Manufacturing. IHI continues to explore the market for
potential acquisitions in light manufacturing industries compatible with its
divisions. IHI is a holding company organized to acquire, operate and grow
internally, achieving greater economies of scale and improved operating results
through consolidation.
Contact: Robert E. Cone, President and CEO
(713) 747-1025
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