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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): April 7, 2000
TRANSACT TECHNOLOGIES INCORPORATED
(Exact name of registrant as specified in its charter)
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Delaware 0-21121 06-1456680
(State or other jurisdiction (Commission file number) (I.R.S. employer
of incorporation) identification no.)
7 Laser Lane, Wallingford, CT 06492
(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code: (203) 269-1198
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Item 5. Other Events.
On April 7, 2000, TransAct Technologies Incorporated (the "Company")
sold an aggregate of 4,000 shares of Series B Cumulative Convertible Preferred
Stock (the "Series Preferred Stock") and warrants to purchase 44,444 shares of
its Common Stock (the "Warrants") to Advance Capital Partners, L.P. and its
affiliate for an aggregate purchase price of $4 million. After deducting
placement agent commissions and other offering expenses, the Company received
net proceeds of approximately $3.8 million from the sale. The Company intends to
use the net proceeds for general working capital purposes, including the
Company's inkjet printer development programs and various marketing initiatives.
Dividends on the Series B Preferred Stock accrue at the rate of 7% per
annum and are payable on a quarterly basis. Each share of Series B Preferred
Stock is convertible, at the option of the holder in any event and automatically
upon the occurrence of certain specified events, into 111.11 shares of Common
Stock (subject to adjustment upon the occurrence of certain specified events).
The holders of the Series B Preferred Stock are entitled to elect one director
to serve on the Company's Board of Directors. On all matters other than the
election of directors, the holders of the Series B Preferred Stock are entitled
to vote as a single class with the holders of the Common Stock and each share of
Series B Preferred Stock is entitled to the number of votes that is equal to the
number of shares of Common Stock into which the Series B Preferred Stock is
convertible. The holders of Series B Preferred Stock are entitled to certain
registration rights with respect to the Common Stock into which the Series A
Preferred Stock is convertible and the Common Stock issuable upon exercise of
the Warrants.
The Warrants are exercisable through April 7, 2005 at a price per share
of Common Stock of $9.00 (subject to adjustment upon certain specified events).
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SIGNATURE
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.
TRANSACT TECHNOLOGIES INCORPORATED
By /s/ Richard L. Cote
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Richard L. Cote
Executive Vice President,
Chief Financial
Officer and Secretary
Date: April 25, 2000
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