Current Report Filing (8-k)
August 19 2020 - 5:07PM
Edgar (US Regulatory)
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): August 14, 2020
DOCUMENT
SECURITY SYSTEMS, INC.
(Exact
name of registrant as specified in its charter)
New
York
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001-32146
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16-1229730
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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200
Canal View Boulevard
Suite 104
Rochester,
NY
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14623
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(Address
of principal executive offices)
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(Zip
Code)
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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):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Ticker
symbol(s)
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Name
of each exchange on which registered
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Common
Stock, $0.02 par value per share
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DSS
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The
NYSE American LLC
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item
8.01 Other Events
As previously reported on a Form 8-K filed
on May 22, 2020, management of Document Security Systems, Inc. (the “Company”) announced that it had committed to
a restructuring plan to further reduce its operating expenses in response to the economic challenges and uncertainty resulting
from the COVID-19 pandemic and its potential permanent impact on the Company’s plastics business. As part of this restructuring,
the management of the Company had decided to exit its plastic printing business line, which it operates under Plastic Printing
Professionals, Inc. (“DSS Plastics”), a wholly-owned subsidiary of the Company, and to
fully impair its goodwill related to DSS Plastics. Thereafter, the Company entered into negotiations with a third party to purchase
substantially all of the assets of DSS Plastics. On August 14, 2020, the Company, DSS Plastics and this third party entered
into an asset sale agreement for the sale of substantially all of the assets of DSS Plastics for $683,000 in cash, In addition,
the Company is entitled to a potential additional earn-out payment of an aggregate amount of up to $517,000 based on future quarterly
gross revenue of the business to be conducted by the buyer with the sold assets. The Company also licensed to the buyer on a royalty-free
basis certain technology that support the sold assets.
In connection with the closing of this business
line, and as previously reported in the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30,
2020, the impact to the Company’s first quarter earnings of the goodwill impairment was approximately $685,000.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to
be signed on its behalf by the undersigned hereunto duly authorized.
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DOCUMENT
SECURITY SYSTEMS, INC.
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Dated:
August 19, 2020
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By:
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/s/
Frank D. Heuszel
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Name:
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Frank
D. Heuszel
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Title:
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Chief
Executive Officer and Interim Chief Financial Officer
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