Unassociated Document
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): November
3, 2010 (October 29, 2010)
DOCUMENT
CAPTURE TECHNOLOGIES, INC.
(Exact
name of Registrant as Specified in its Charter)
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Delaware
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000-27773
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80-0133251
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(State
or other jurisdiction of
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(Commission
File Number)
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(I.R.S.Employer
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incorporation
or organization)
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Identification
Number)
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4255
Burton Road
Santa
Clara, CA 95054
(Address
of principal executive offices, Zip code)
408-436-9888
ext. 207
(Registrant’s
telephone number, including area code)
1798
Technology Drive, San Jose, CA 95110
(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):
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425).
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a
-12).
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d
-2(b)).
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e
-4(c))
On
October 29, 2010, the Company entered into a nonexclusive financial advisory
agreement (the “Agreement”) with Garden State Securities (“GSS”), a FINRA member
firm. Pursuant to the terms of the Agreement, GSS shall provide
financial advisory services to the Company for a period of 12 months, unless
earlier terminated in accordance with the terms of the Agreement. The
services to be provided shall include, but not be limited to assisting the
Company in developing, studying and evaluating a financing plan, strategic and
financial alternatives, and merger and acquisition proposals and will assist in
negotiations and discussions pertaining thereto.
The
Company has agreed to pay GSS for its services in connection with the Agreement
425,000 shares of its restricted common stock and $30,000 upon execution of the
Agreement. Thereafter, commencing on the fourth month and continuing
through the twelfth month of the Agreement, the Company shall issue to GSS
47,233 restricted shares of its common stock per month and shall pay GSS $7,500
per month.
In the
event that the Agreement remains in effect for an initial 90 day period, then
GSS shall be granted a right of first refusal for future financings for a period
of twelve months thereafter.
The
Agreement may be terminated by either party prior to the initial 90 day period
of the Agreement provided 20 days prior written notice is provided to the other
party. In the event that GSS terminates the Agreement prior to the
initial 90 day period GSS has agreed to return a pro rata number of the initial
425,000 shares received pursuant to this Agreement.
The
shares issued to GSS were issued pursuant to the exemption from registration
contained in Section 4(2) of the Securities Act of 1933, as amended (the
“Securities Act”).
The above
description of the Agreement is only a summary thereof. The entire
Agreement is attached hereto as Exhibit 99.1 for your review.
Item
9.01. Financial Statements and Exhibits.
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99.1
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Financial
Advisory Agreement by and between Document Capture Technologies, Inc. and
Garden State Securities dated October 29,
2010
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This
Current Report on Form 8-K may contain, among other things, certain
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995, including, without limitation, (i) statements
with respect to the Company’s plans, objectives, expectations and intentions;
and (ii) other statements identified by words such as “may”, “could”, “would”,
“should”, “believes”, “expects”, “anticipates”, “estimates”, “intends”, “plans”
or similar expressions. These statements are based upon the current beliefs and
expectations of the Company’s management and are subject to significant risks
and uncertainties. Actual results may differ from those set forth in the
forward-looking statements. These forward-looking statements involve certain
risks and uncertainties that are subject to change based on various factors
(many of which are beyond the Company’s control). The Company does
not undertake a duty to update any forward looking statements made in this Form
8-K.
SIGNATURES
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.
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DOCUMENT
CAPTURE TECHNOLOGIES, INC.
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By:
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/s/
David P. Clark |
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Name: |
David
P. Clark |
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Title: |
Chief
Executive Officer |
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