UNITED STATES
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): December 23, 2008
3D SYSTEMS CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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0-22250
(Commission
File Number)
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95-4431352
(IRS Employer
Identification No.) |
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333 Three D Systems Circle
Rock Hill, South Carolina
(Address of principal executive offices)
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29730
(Zip Code) |
Registrant’s telephone number, including area code: (803) 326-3900
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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On December 23, 2008, 3D Systems Corporation (the “Company”) completed the sale of its Grand
Junction, Colorado facility to an unrelated purchaser for $5.5 million. At the closing of the
sale, the Company received $3.5 million in cash and a secured $2.0 million note due in December
2013 covering the remainder of the purchase price. The security for this note consists of a second
mortgage on both the facility that the company sold and an additional facility owned by the buyer
of the Grand Junction facility. In addition, the buyer has executed a personal guarantee to secure
the note. This second mortgage is subordinated to a mortgage covering the same collateral that is
held by the buyer’s bank.
Quarterly payments of $6,800 are due on this note starting in September 2009 with a balloon
payment for the then outstanding balance due in December 2013. The buyer is required to prepay the
note if either of the properties that serve as collateral are sold or future financing is obtained.
The Company intends to assign a fair value to this note in its consolidated balance sheet as of
December 31, 2008 in accordance with generally accepted accounting principles, but it has not yet
calculated such amount.
The sale price exceeded both the $3.5 million of net assets related to the Grand Junction
facility that the Company held on its balance sheet as well as the $3.1 million of industrial
development bonds that were outstanding on the facility at the time of sale.
The
Company fully collaterized the repayment of those industrial
development bonds, including
interest and any other amounts due through the redemption date, with a portion of the cash proceeds
of the sale of the Grand Junction facility and the $1.2 million of previously disclosed restricted
cash associated with these bonds held by their trustee. Net of expenses relating to the sale and
the amount necessary to fund the redemption of these bonds, the Company received approximately $1.1
million of net cash proceeds upon the closing of the sale.
On December 24, 2008, the Company gave the required 35-day notice to redeem the outstanding
bonds and expects the remaining outstanding amounts of these bonds to be redeemed in accordance
with their terms on January 28, 2009.
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