Amended Current Report Filing (8-k/a)
June 28 2018 - 4:31PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
(Amendment
No. 1)
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported):
February 13, 2018
DOCUMENT
SECURITY SYSTEMS, INC.
(Exact
name of registrant as specified in its charter)
New
York
|
|
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)
|
|
(IRS
Employer
Identification
No.)
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200
Canal View Boulevard
Suite
300
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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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
2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation under an Off-Balance Sheet Arrangement
As
previously reported in a Current Report on Form 8-K filed on February 16, 2018, DSS Technology Management, Inc. (“DSSTM”),
a wholly-owned subsidiary of Document Security Systems, Inc. (the “Company”), and a party to an Investment Agreement
(the “Agreement”) along with Fortress Credit Co LLC (the “Collateral Agent”), certain investors (the “Investors”)
and the Company (collectively, the “Parties”), failed to pay the Investors the aggregate amounts owed under the Agreement
as of February 13, 2018 (the “Maturity Date”). This failure to pay constituted an Event of Default under the Agreement
(the “Existing Default”). On June 26, 2018, the Parties agreed that certain promissory notes (the “Notes”)
that were entered into pursuant to the Agreement, having an aggregate remaining balance of $3,714,129 as of the Maturity Date,
are discharged, without the assignment to the Investors of any of the collateral that secured the repayment under the Agreement.
However, in the event there are any future recoveries by DSSTM with respect to monetization activities relating to the collateralized
patents or applicable proceed rights set forth in the Agreement, the contractual payment provisions of the Agreement will apply
and the Investors will be entitled to receive payment of such proceeds. As a result of the discharge of the Notes, the Company
expects to record a net gain on extinguishment of liabilities of approximately $3.5 million in the second quarter of 2018.
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:
June 28, 2018
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By:
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/s/
Jeffrey Ronaldi
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Jeffrey
Ronaldi
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Chief
Executive Officer
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