SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 12, 2004
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DOCUMENT SECURITY SYSTEMS, INC.
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(Exact name of Registrant as specified in charter)
NEW YORK 0-14621 16-1229730
(State or other jurisdic- (Commission (IRS Employer
tion of incorporation) File Number) Identification No.)
36 WEST MAIN STREET, SUITE 710, ROCHESTER, NEW YORK 14614
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (585-232-1500
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(Former name or former address, if changed since last report.)
ITEM 5: OTHER EVENTS
ITEM 9: Regulation FP
The registration statement filed by Document Security Systems, Inc.
("DSS") on Form S-3 (Registration No. 333-116317) was declared effective by the
SEC on Thursday, August 12, 2004. The registration statement was a selling
shareholder filing, made by DSS in order to satisfy its obligation to security
holders who had been previously been granted registration rights for their
shares. The selling shareholders include the investors who had purchased
securities in a private placement offering completed in December 2003 through
Fordham Financial Management, Inc., a registered broker dealer firm which served
as placement agent.
DSS did not register for sale any securities for its benefit. The
holders of 1,565,000 shares of DSS' common stock and warrants to purchase an
additional 1,435,000 shares of common stock. The shares will be sold, if at all,
at prevailing market prices for DSS' common stock or at prices negotiated by the
selling shareholders.
Of the shares which may be offered for resale, 1,435,000 shares will be
issued to the selling shareholders only if they exercise warrants for the
purchase of shares of DSS' common stock. The warrants have exercise prices
ranging from $2.00 to $5.00 per share. If the selling shareholders exercise
their warrants, DSS will receive proceeds in the amount of the exercise price of
the warrant being exercised or up to $5,346,500 if all warrants are exercised.
Sales of the securities by the selling shareholders may only be made by
delivery of a prospectus and in accordance with Regulation M and other
applicable rules and regulations. DSS expects to deliver final prospectuses to
the selling shareholders in the next few days for their use in selling the
securities.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
Dated: August 12, 2004 DOCUMENT SECURITY SYSTEMS, INC.
(Registrant)
By /S/ PATRICK A. WHITE
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Patrick A. White
Chief Executive Officer