-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EmtPtnCyiBiXCB3geWNlEytO0DModfoJjtRqAHqU+MjfpJLT3ENf8lwHiQysiniW O/45hYlA7wNSEJKiqIEViQ== 0000950147-99-001044.txt : 19990921 0000950147-99-001044.hdr.sgml : 19990921 ACCESSION NUMBER: 0000950147-99-001044 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19990901 ITEM INFORMATION: FILED AS OF DATE: 19990920 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DIMENSIONAL VISIONS INC/ DE CENTRAL INDEX KEY: 0000836809 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL PRINTING [2750] IRS NUMBER: 232517953 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-10196 FILM NUMBER: 99714128 BUSINESS ADDRESS: STREET 1: 2301 WEST DUNLAP STREET 2: SUITE 207 CITY: PHOENIX STATE: AZ ZIP: 85021 BUSINESS PHONE: 602-997-1990 MAIL ADDRESS: STREET 1: 8855 N. BLACK CANYON HWY STREET 2: STE 2000 CITY: PHOENIX STATE: AZ ZIP: 85021 8-K 1 CURRENT REPORT DATED 9-13-1999 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 September 1, 1999 ------------------------------------------------ Date of Report (Date of earliest event reported) DIMENSIONAL VISIONS INCORPORATED ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware ---------------------------------------------- (State or other jurisdiction of incorporation) 001-10196 23-2517953 - ------------------------ --------------------------------- (Commission File Number) (IRS Employer Identification No.) 2301 West Dunlap, Suite 207, Phoenix, Arizona 85021 - --------------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (602) 997-1990 ITEM 5. OTHER EVENTS On September 1, 1999, the Company completed a private placement (the "Private Placement") of 375,000 units of its securities (the "Units"), each unit consisting of one share of Series D Convertible Preferred Stock which is convertible into two shares of Common Stock of the Company and one warrant, exercisable at $0.25 and expiring 120 days after the date of effectiveness of a registration statement of the Company, at $1.00 per Unit, minimum investment $50,000. The Private Placement was exempt from the registration provisions of the Securities Act of 1933, as amended (the "Act") by virtue of Section 4(2) of the Act, as transactions by an issuer not involving any public offering. The securities issued pursuant to the Private Placement were restricted securities as defined in Rule 144 of the Act. The offering generated net proceeds of approximately $357,500. All investors in the Private Placement were accredited investors as that term is defined in Rule 501 of Regulation D adopted under the Act. 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 thereunto duly authorized. Dated: September 20, 1999 DIMENSIONAL VISIONS INCORPORATED By: /s/ John D. McPhilimy ------------------------------------- John D. McPhilimy Its: Chairman and Chief Executive Officer -----END PRIVACY-ENHANCED MESSAGE-----