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): May 2, 2014
DOCUMENT SECURITY SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
| New York | 001-32146 | 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
______________________________________________________________
(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 a Material Definitive Agreement.
On May 24, 2013, Document Security Systems, Inc. (the “Company”) entered into a Promissory Note (the “Note”) with Congregation Noam Elimelech (the “Lender”), in the principal sum of $850,000. The Note was scheduled to mature on May 24, 2014, and carries an interest rate of 9% per annum. The Note was described and exhibited in a Current Report on Form 8-K previously filed by the Company on May 28, 2013.
On May 2, 2014, the Company entered into Promissory Note Amendment No. 1 (the “Amendment”) with Lender for the sole purpose of extending the maturity date of the Note to May 24, 2015. All the other terms and conditions of the Note will remain effective and in force through the revised maturity date.
The Lender is neither an affiliate of, nor a related party to, the Company.
The forgoing description is a summary only, does not purport to set forth the complete terms of the Amendment, and is qualified in its entirety by reference to the Amendment filed as Exhibit 10.1 to this Current Report on Form 8-K.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant.
The information provided in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
| 10.1 | Promissory Note Amendment No. 1 between Document Security Systems, Inc. and Congregation Noam Elimelech dated May 2, 2014. |
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: May 7, 2014. | By: | /s/ Jeffrey Ronaldi | |
| Jeffrey Ronaldi | |||
| Chief Executive Officer | |||
Exhibit Index
| Exhibit No. | Description |
| 10.1 | Promissory Note Amendment No. 1 between Document Security Systems, Inc. and Congregation Noam Elimelech dated May 2, 2014. |
PROMISSORY NOTE AMENDMENT No. 1
This PROMISSORY NOTE AMENDMENT NO. 1 (the “ Amendment ”) is made as of May 2, 2014 (the “ Amendment Date ”) by and between DOCUMENT SECURITY SYSTEMS, INC. (the “ Borrower ”), a corporation formed under the laws of the State of New York, with offices at 28 East Main Street, Suite 1525, Rochester, New York 14614 and CONGREGATION NOAM ELIMELECH (the “ Lender ”).
This Amendment amends the Promissory Note (“ Note ”), dated May 24, 2013, made among Borrower and Lender, to extend the Note’s Maturity Date from May 24, 2014 to May 24, 2015. All capitalized terms used herein without definition shall have the meanings ascribed to them in the Note.
The parties agree as follows:
1. Section 1 of the Note shall be, and hereby is, amended to read in its entirety as follows:
| “1. | Maturity . The aggregate outstanding Principal Amount, together with all accrued interest thereon and expenses incurred by the Lender in connection herewith (cumulatively, the “Outstanding Amount”), shall be due and payable in full on the earliest to occur of (the earliest of such events being the “Maturity Date”): (i) May 24, 2015 (the “Scheduled Maturity Date”) and (ii) the acceleration of this Note upon the occurrence of an Event of Default.” |
2. Note Ratified. Except as expressly amended hereby, the Note is in all respects ratified and confirmed, and all of the terms, provisions and conditions thereof shall be and remain in full force and effect, and this Amendment and all of its terms, provisions and conditions shall be deemed to be a part of the Note.
3. No Events of Default. The Borrower confirms that, as of the date hereof, there exists no condition or event that constitutes (or that would after expiration of applicable grace or cure periods constitute) an Event of Default.
4. Costs and Expenses. Borrower agrees to pay any and all reasonable costs incurred in connection with preparation for closing, the closing, and post-closing items relating to this Amendment.
5. Governing Law. This Amendment, together with all of the rights and obligations of the parties hereto, shall be construed and interpreted in accordance with the laws of the State of New York, excluding the laws applicable to conflicts or choice of law.
[Signature Page Follows]
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by their duly authorized representatives by their signatures below.
| CONGREGATION NOAM ELIMELECH (Lender) | |
| /s/ Mayer Laufer | |
| By: Mayer Laufer | |
| Title: President | |
| DOCUMENT SECURITY SYSTEMS, INC. (Borrower) | |
| /s/ Jeffrey Ronaldi | |
| By: Jeffrey Ronaldi | |
| Title: Chief Executive Officer |
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