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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): JANUARY 8, 1998
DIGITAL GENERATION SYSTEMS, INC.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
CALIFORNIA 0-27644 94-3140772
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(STATE OR OTHER JURISDICTION OF (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
875 BATTERY STREET
SAN FRANCISCO, CALIFORNIA 94111
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(ADDRESS, INCLUDING ZIP CODE, OF PRINCIPAL EXECUTIVE OFFICES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
(415) 276-6600
NOT APPLICABLE
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(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
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Items 2 and 5 of the Registrant's Current Report on Form 8-K
originally filed on August 1, 1997 are hereby supplemented with the following
information.
Item 5. Other Events.
On July 14, 1997, the Registrant entered into the Preferred Stock
Purchase Agreement (the "Agreement") pursuant to which the Registrant issued and
sold, to certain investors named therein (the "Purchasers"), an aggregate of
2,012,376 shares of its Series A Convertible Preferred Stock on July 28, 1997,
and an aggregate of 2,938,119 additional shares of its Series A Convertible
Preferred Stock on August 26 and 27, 1997, in exchange for an aggregate of
approximately $17,500,000 in cash (the "Purchase Price"). Under the terms of the
Agreement, an amount in cash equal to fourteen percent (14%) of the Purchase
Price, or approximately $2,450,000 (the "Escrowed Funds"), was deposited with an
escrow agent for release to the Registrant upon the satisfaction of certain
revenue conditions and the attainment of certain research and development
milestones by the Registrant. Upon receipt of authorization from the
representative of the Purchasers and the Registrant, the escrow agent released
the Escrowed Funds to the Registrant on January 8, 1998.
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.
DIGITAL GENERATION SYSTEMS, INC.
A California Corporation
Dated: January 23, 1998 By: /s/ PAUL W. EMERY
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Name: Paul W. Emery
Title: Chief Financial Officer
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