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): July 26, 2001
IMAGING TECHNOLOGIES CORPORATION
--------------------------------
(Exact Name of Registrant as Specified in its Charter)
Delaware 0-12641 33-0021693
--------------------------------------------------------------------------------------------
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer Identification No.)
of Incorporation)
15175 Innovation Drive
San Diego, California 92128
---------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
(Registrant's telephone number, including area code): (858) 613-1300
Not Applicable
--------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events.
------------
On July 26, 2001, the registrant entered into a convertible note
Purchase Agreement with Balmore Funds, S.A. Pursuant to this agreement, the
registrant sold to the purchaser a convertible promissory note in the principal
amount of $1,000,000 bearing interest at the rate of eight percent (8%) per
annum, due July 26, 2004, convertible into shares of the registrant's common
stock. Interest shall be payable, at the option of the purchaser, in cash or
shares of common stock. At any time after the issuance of the note, the note is
convertible into such number of shares of common stock as is determined by
dividing (a) that portion of the outstanding principal balance of the note as of
the date of conversion by (b) the lesser of (x) $0.065 and (y) an amount equal
to seventy percent (70%) of the average closing bid prices for the three (3)
trading days having the lowest closing bid prices during the thirty (30) trading
days prior to the conversion date.
Additionally, the registrant issued a warrant to the purchaser to
purchase 15,384,615 shares of the registrant's common stock. The purchaser may
exercise the warrant through July 26, 2004.
Item 7. Financial Statements and Exhibits.
---------------------------------
(c) Exhibits:
Exhibit Number Description
-------------- -----------
99.1 Convertible Note Purchase Agreement
dated July 26, 2001 by and between
the purchaser set forth therein and
the registrant.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Date: August 1, 2001 IMAGING TECHNOLOGIES CORPORATION
By: /s/ Philip J. Englund
-------------------------------
Name: Philip J. Englund
Title: Sr. Vice President, General Counsel and
Secretary
EXHIBIT INDEX
-------------
Exhibit
Number Description
------ -----------
99.1 Convertible Note Purchase Agreement dated July 26, 2001 by
and between the purchaser set forth therein and the registrant.