Attached files
| file | filename |
|---|---|
| EX-10.2 - DOCUMENT SECURITY SYSTEMS INC | v169015_ex10-2.htm |
| EX-10.1 - DOCUMENT SECURITY SYSTEMS INC | v169015_ex10-1.htm |
| EX-10.3 - DOCUMENT SECURITY SYSTEMS INC | v169015_ex10-3.htm |
UNITED
STATES
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 15, 2009
DOCUMENT
SECURITY SYSTEMS, INC.
(Exact
name of registrant as specified in its charter)
|
New
York
|
1-32146
|
16-1229730
|
||||
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
||||
|
First
Federal Plaza, Suite 1525
28
East Main Street
Rochester,
NY
|
14614
|
|||||
|
(Address
of principal executive offices)
|
(Zip
Code)
|
|||||
Registrant’s
telephone number, including area code: (585) 325-3610
Not
Applicable
(Former
name or former address, if changed since last report.)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
|
¨
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
¨
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
¨
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
¨
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
Item
1.01. Entry into Material Definitive Agreement.
On December 11, 2009, Document Security
Systems (the “Company”) entered into a Letter Agreement with Fagenson and Co.,
Inc., as agent for Lenders of the Company’s Credit Facility Agreement dated
January 4, 2008 for the conversion of $2,000,000 of debt owed under the Credit
Facility into 1,250,000 shares of Document Security Systems Common
Stock. In addition, the parties amended the Credit Facility to
extend the availability of the remaining $1,000,000 available under the Credit
Facility to January 4, 2012.
Item
2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant
On December 9, the Company used the
proceeds from a $350,000 Convertible Note and a $575,000 Promissory Note,
respectively, to pay in full a $900,000 Secured Promissory Note with Baum
Capital Investments Inc. The $350,000 Convertible Note matures
November 24, 2012, accrues interest at 10%, payable quarterly, and is
convertible into up to 218,750 shares of Document Security Systems Common
Stock. The $575,000 Promissory Note matures November 24, 2012 and
accrues interest at 10%, payable quarterly. Both Notes are
secured with equal rights by the assets of the Company’s wholly owned
subsidiary, DPI Secuprint.
Item
3.02 Unregistered Sales of Equity Securities.
In connection with the December 11,
2009 Letter Agreement entered into with the Lenders of the Credit Facility
described in Item 1.01 above, the Company agreed to issue an aggregate of
1,250,000 shares of the Company’s Common Stock. The Common Stock was
sold pursuant to Subscription Agreements.
In connection with the $350,000
Convertible Note described in Item 1.01 above, the Company may issue up to
218,750 shares of Common Stock during the Term of the note through November 24,
2012.
On
December 7, 2009, the Company reached an agreement to 40,000 shares of common
stock and 50,000 of common stock warrants for the purchase of common shares at
$3.00 per share in connection with the settlement of certain litigation between
the Company and the recipients.
Item
9.01 Financial Statements and Exhibits
|
(d)
|
Exhibits
|
| Exhibit No. |
Description
|
|
|
10.1
10.2
10.3
|
$350,000
Convertible Promissory Note dated November 24, 2009.
$575,000
Promissory Note dated November 24, 2009.
Form
of Letter Agreement dated December 11,
2009
|
SIGNATURE
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.
|
DOCUMENT
SECURITY SYSTEMS, INC.
|
|||||
|
Dated:
December 14, 2009
|
By:
|
/s/
Patrick A. White
|
|||
|
Patrick
A. White
|
|||||
|
Chief
Executive Officer
|
|||||
EXHIBIT
INDEX
| Exhibit
Number
|
Description
|
|
|
|
||
|
4.1
10.1
10.2
|
Form
of Warrant to Purchase Common Stock of Document Security Systems, Inc.
dated May 29, 2009.*
Form
of Subscription Agreement dated as of May 29, 2009 between Document
Security Systems, Inc. and the Subscribers.*
Form
of Registration Rights Agreement dated as of May 29, 2009 executed and
delivered by Document Security Systems, Inc. and the holders listed
therein.*
|
* Such
exhibit was filed as an exhibit to the Current Report on Form 8-K that was filed
by Document Security Systems, Inc. with the SEC on June 3, 2009, and is
incorporated herein by reference.