SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 and 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 24, 2000 ONLINE POWER SUPPLY, INC. --------------------------------------------------------------------------- Exact Name of Registrant as Specified in its Charter) Nevada 00-29669 84-1176494 - ------------------------------ ----------------------- ---------------------- (State or other jurisdiction (Commission File No.) (I.R.S. Employer of incorporation) Identification No.) 6909 South Holly Circle, Suite 200 Englewood, Colorado 80112 80112 - --------------------------------------------- --------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (303) 741-5641 Not Applicable - -------------------------------------------------------------------------------- (Former Name, Former Address or Former Fiscal Year, if Changed From Last Report) ITEM 5. OTHER EVENTS OnLine Power Supply, Inc. has completed the private sale (under rule 506 of Regulation D of the 1933 Act, only to accredited investors) of 4,076,750 shares of restricted common stock at $2.00 per share, for gross proceeds of $8,153,500 (net proceeds of $7,330,000). The net proceeds will be applied to working capital. FORWARD-LOOKING STATEMENTS Except for the historical information, all of the information which is contained in this Form 8-K are "forward-looking" statements within the meaning of section 27A of the 1933 Act and section 21E of the Securities Exchange Act of 1934. Specifically, all statements regarding our business strategy and plans and objectives of management for future operations are forward-looking statements. These forward-looking statements are based on the beliefs of management, as well as assumptions made by and information currently available to management. These statements involve known and unknown risks, including the risks resulting from economic and market conditions, accurately forecasting operating and capital expenditures and capital needs, successful anticipation of competition which may not yet be fully developed, the uncertainties of litigation, and other business conditions. The use of the words "confident", "prove", "anticipate," "believe," "estimate," "expect," "may," "will," "continue" and "intend" and similar words or phrases, are intended by us to identify forward-looking statements (also known as "cautionary statements"). These statements reflect our current views with respect to future events. They are subject to the realization in fact of assumptions, but what we now think will happen may turn out to be inaccurate or incomplete. Our actual operating results and financial performance may prove to be very different from what we now predict or anticipate. Although we believe that our expectations are reasonable, we cannot assure you that our expectations will prove to be correct. Based on changing conditions, should any one or more of these risks or uncertainties materialize, or should any of our underlying assumptions prove incorrect, actual results for the Company may vary substantially from what we now anticipate, believe, estimate, expect or intend. All subsequent written and oral forward-looking statements attributable to us are expressly qualified in their entirety by these cautionary statements. 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. ONLINE POWER SUPPLY, INC. Dated: May 24, 2000 By: /s/ Kris M. Budinger ----------------------------- KRIS M. BUDINGER, President 2