-----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, J+zunlG/fQ+W3cEYNNKEjso1grx2wryrwyZH0VLZ4YObmTpOUkxhh912GZr9o+4R MxBPkQBVYTEggTeP6b8PuQ== 0001021408-02-002585.txt : 20020414 0001021408-02-002585.hdr.sgml : 20020414 ACCESSION NUMBER: 0001021408-02-002585 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010219 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020219 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CONSTELLATION 3D INC CENTRAL INDEX KEY: 0001080290 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572] IRS NUMBER: 134064492 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28081 FILM NUMBER: 02553153 BUSINESS ADDRESS: STREET 1: 230 PARK AVENUE STREET 2: SUITE 453 CITY: NEW YORK STATE: NY ZIP: 10169 BUSINESS PHONE: 9545683007 MAIL ADDRESS: STREET 1: 230 PARK AVENUE STREET 2: SUITE 453 CITY: NEW YORK STATE: NY ZIP: 10169 FORMER COMPANY: FORMER CONFORMED NAME: C3D INC DATE OF NAME CHANGE: 19991109 FORMER COMPANY: FORMER CONFORMED NAME: LATIN VENTURE PARTNERS INC DATE OF NAME CHANGE: 19991109 8-K 1 d8k.txt FORM 8-K 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 February 19, 2002 - -------------------------------------------------------------------------------- Date of report (Date of earliest event reported) CONSTELLATION 3D, INC. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Its Charter)
Florida 0-28081 13-4064492 - ------------------------------ ---------------------- ----------------------------- (State or Other Jurisdiction (Commission File No.) (IRS of Incorporation) Employer Identification No.)
230 Park Avenue, Suite 453, New York, New York 10169 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices and Zip Code) (212) 983-1107 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) N/A - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. A copy of the Press Release issued by Constellation 3D, Inc. on February 19, 2002 is filed as Exhibit 99.1 to this Current Report and is incorporated herein by reference. Item 7. Financial Statements and Exhibits. 99.1 Press Release issued by Constellation 3D, Inc. on February 19, 2002. 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. Dated: February 19, 2002. CONSTELLATION 3D, INC. By: /s/ Leonardo Berezowsky --------------------------------------------- Name: Leonardo Berezowsky Title: Senior Vice President of Finance, Chief Financial Officer Exhibit Index Exhibit No. Description 99.1 Press Release issued by Constellation 3D, Inc. on February 19, 2002. EX-99 3 dex99.txt PRESS RELEASE EXHIBIT 99.1 [LOGO OF CONSTELLATION 3D, INC.] TIC TARGET INVEST CONSULTING, LLC --------------------------------- TIC TARGET INVEST CONSULTING LLC DELAYED IN PROVIDING FUNDING BUT REMAINS COMMITTED TO C3D NEW YORK, February 19, 2002 -- Constellation 3D, Inc. (the "Company") (Nasdaq/NMS: CDDD) - developer of Fluorescent Multilayer Disc (FMD) and Card (FMC) technologies and TIC Target Invest Consulting LLC ("TIC"), the Swiss-based investor, today jointly announced that TIC -- through no fault of the Company -- has been delayed in providing its $15 million funding to the Company. However, TIC remains committed to the Company and intends to fully fund its $15 million investment in the Company on or before March 14, 2002. In the interim, TIC has permitted the Company to seek a bridge loan and/or alternative financing from qualified third parties. The Company is currently in negotiations with additional investors, however no assurance can be made that an investment will be made or that if an investment is made it will be on terms favorable to the Company. Andre Khayyam, Managing Director of TIC commented, "on our end, TIC has encountered some delays in assembling the necessary paperwork for arranging the availability of funds for the Company. I am confident that TIC will be able to resolve any outstanding issues over the next few days and anticipate funding the Company on or before February 28, 2002. In addition, TIC has agreed to convert the Loan underlying the transaction into common stock on or before March 31, 2002. The original agreement did not require TIC to convert until November of 2002." Constellation 3D, Inc. The Company is the worldwide leader in the development of high capacity Fluorescent Multilayer Disc and Card (FMD/C) technology. The Company holds or has made applications for 122 worldwide patents in the field of optical data storage, and is supported by a team of world-class scientists. Headquartered in New York City, the Company has additional offices and laboratories in Texas, Israel and Russia. More information is available at www.c-3d.net. TIC Target Invest Consulting, LLC TIC is a leading international technology investor registered in St. Kitts & Nevis with offices at Churer Strasse 35, CH-9470 Buchs, Switzerland that makes investments primarily for long-term appreciation. TIC's sole managing member is Mr. Andre Khayyam. Safe Harbor Statement Statements contained in the news release that are not historical facts are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements such as "TIC remains committed to the Company and intends to fully fund its $15 million investment in the Company on or before March 11, 2002" and "The Company is currently in negotiations with additional investors, however no assurance can be made that an investment will be made or that if an investment is made it will be on terms favorable to the Company"and "I am confident that TIC will be able to resolve any outstanding issues over the next few days and anticipate funding the Company on or before February 28, 2002" are subject to risks and uncertainties which include, but are not limited to additional financings, market conditions, R&D efforts, competition, ongoing discussions with product and equipment manufactures, and technological advances, and "Risk Factors" as stated in recent SEC filings, which may cause actual results to differ materially from expected results. For more information contact: Investor/ Broker Inquiries: Company Contacts: Bradley Meyer/Harvey Goralnick Michael Goldberg, Esq. FOCUS Partners LLC 1 954 568 3007 1 212 752 9445 mgoldberg@c-3d.net ------------------- -----END PRIVACY-ENHANCED MESSAGE-----