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) JULY 3, 2000
INDUSTRIAL HOLDINGS, INC.
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(Exact name of registrant as specified in its charter)
TEXAS 1-9580 76-0289495
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(State or other jurisdiction (Commission file number) (IRS Employer
of incorporation) Identification No.)
7135 ARDMORE HOUSTON, TEXAS 77054
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(Address of principle executive offices) (Zip code)
Registrant's telephone number, including area code (713) 747-1025
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(Former name or former address, if changed since last report.)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
(a) DISPOSITION OF BLASTCO SERVICES COMPANY
Effective April 1, 2000, we sold Blastco Services Company
("Blastco"), our subsidiary engaged in refinery demolition, to two of its former
shareholders, Gary H. Martin and William R. Massey. Mr. Martin is also the
president of Blastco. In this transaction, we received $2 million in cash, $0.8
million in notes receivable and 1.5 million shares of our common stock that the
purchasers had received in the original acquisition of Blastco on January 1,
1999. Additionally, we retained inventory and equipment with a book value of
$0.3 million. This transaction is referred to as the Disposition in the
accompanying unaudited pro forma combined condensed financial statements.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Pro Forma Financial Information
Pro Forma Combined Condensed Balance Sheet at
March 31, 2000 (Unaudited)
Notes to Pro Forma Combined Condensed Balance Sheet at
March 31, 2000 (Unaudited)
Pro Forma Combined Condensed Statement of Operations for the
Three Months Ended March 31, 2000 (Unaudited)
Pro Forma Combined Condensed Statement of Operations for the
Year Ended December 31, 1999
Notes to Pro Forma Combined Condensed Statement of Operations
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EXHIBITS
PAGE
2.1 Stock Purchase Agreement by and among Industrial Holdings, Inc.,
Blastco Services Company, Gary H. Martin and William R. Massey Ex-1
7.2 Pro Forma Combined Condensed Financial Statements............... Ex-2
10.1 Promissory Notes:
(a) By and among Gary H. Martin, William R. Massey and
Industrial Holdings, Inc.................................... Ex-3
(b) Between Blastco Services Company and Industrial Holdings, Inc. Ex-4
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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
EXECUTIVE VICE PRESIDENT AND
CHIEF FINANCIAL OFFICER
Date: July 3, 2000
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INDEX TO EXHIBITS
2.1 Stock Purchase Agreement by and among Industrial Holdings, Inc.,
Blastco Services Company, Gary H. Martin and William R. Massey
7.2 Pro Forma Combined Condensed Financial Statements
10.1 Promissory Notes:
(a) By and among Gary H. Martin, William R. Massey and
Industrial Holdings, Inc.
(b) Between Blastco Services Company and Industrial Holdings, Inc.
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