<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: April 2, 1999
---------------------------------------------------------------
3D IMAGE TECHNOLOGY, INC.
(Exact name of Registrant as specified in its charter)
Delaware 33-27627 76-0265438
(State of Incorporation) (Commission File No.) (Tax Identification No.)
5172-G Brook Hollow Parkway, Norcross, Georgia 30071
(Address of principal executive offices)
Registrant's telephone number, including area code (770) 416-8848
(Former name and former address, if changed since last report)
<PAGE>
3D IMAGE TECHNOLOGY, INC.
TABLE OF CONTENTS
<TABLE>
<CAPTION>
ITEM PAGE
- ---- ----
<S> <C>
6. Resignation of Directors and Officers 2
7. Other Matters 2
Signatures 3
</TABLE>
1
<PAGE>
Item 6. Resignation of Directors and Officers
On March 6, 1999, Breckenridge McKinley and Donald Franz submitted
their resignations as directors of the Registrant. On March 31, Chen Xiaoping
also resigned. None of them expressed any disagreement with any policy of the
Company, or the Board of Directors and submitted no objection, written or
otherwise, to any action of the Board or of the Registrant. The resignations
become effective immediately.
Item 7. Other Matters
A. Suspension of Operations. As a consequence of the continuing
print material shortage previously announced and the continuing working
capital shortage which has plagued the Registrant for more than two years,
the Registrant suspended all operations indefinitely on March 31, 1999 and
released all employees, also indefinitely. This action was precipitated in
part by levies on the Registrant's bank accounts by the personal property tax
authorities of Gwinnett County, Georgia, for unpaid but disputed property
taxes for the years 1994 through 1997, and by Eastman Kodak Company, on a
judgment obtained against the registrant for the purchase of print material
in 1993 and 1994 by the Registrant's former parent company, Image Technology
International, Inc. Registrant does not anticipate commencing operations
again due to the past due liabilities and the inability as a result to raise
working capital to continue the business. Negotiations are proceeding
regarding the possible lease of certain equipment of Registrant and the
license or sublicense of the technology under which the Registrant has
operated, to a third party. Registrant has operated its 3D consumer business
under a license from Image Technology Inc., but is no longer able to continue
the license payments. Although there is no assurance that any such lease or
licensing arrangement can be completed, if the Registrant is able to do so,
then it would be able to reduce its continuing operating expenses and would
receive continuing lease and license payments from the new operator of the 3D
business. If so, then Registrant would attempt to resolve its outstanding
liabilities and restore the company to a financially sound position. No date
for the completion of any such lease or license arrangement is fixed or
capable of estimating.
B. Judgments. On March 14, 1999, a final judgment was entered
against the Registrant and Image Technology
2
<PAGE>
International, Inc. in the amount of $615,913.00 in favor of Eastman Kodak
Company for the purchase of print material by Image Technology International,
Inc. in 1993 and 1994. The original purchase amount exceeded $2.5 million and
all but the remaining judgment amount had been paid by Registrant or Image
Technology International, Inc. during 1996 and 1997. Registrant does not plan
to appeal the judgement, although it does not have the funds available to pay
the judgment amount, and all of its assets are already pledged as security
for a $3 million promissory note, now in default, owed to a Malaysian
company. In addition, an execution has been issued for unpaid personal
property taxes owed for the years 1994 through 1997 in the amount of
$33,564.80. Although these taxes are disputed by Registrant, which believes
that it does not owe taxes in this amount, the tax authority has proceeded
with collection of these disputed taxes.
Pursuant to the requirements of the Security Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunder duly authorized.
Dated this 2nd day of April, 1999.
/s/ ROBERT W. CARROLL
--------------------------
Robert W. Carroll
Director
3
