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): MARCH 2, 2004
3D SYSTEMS CORPORATION
(Exact Name of registrant as specified in its charter)
DELAWARE 0-22250 95-4431352
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
26081 AVENUE HALL
VALENCIA, CALIFORNIA 91355
(Address of principal executive offices) (Zip Code)
(661) 295-5600
(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE
The Board of Directors of 3D Systems Corporation (the "Company") voted to
accelerate the final expiration date of the purchase rights issued under the
Company's Rights Agreement, dated as of December 4, 1995, between the Company
and U.S. Stock Transfer Corporation, as the Rights Agent (the "Rights
Agreement"). Under the terms of the amendment, the purchase rights expired at
the close of business on March 3, 2004, rather than on December 3, 2005, as
initially provided under the Rights Agreement. The Rights Agreement terminated
upon the
expiration of the purchase rights. Reference is made to the press release issued
by the Company on March 4, 2004, which is incorporated herein by this reference.
A copy of this press release is attached to this Form 8-K as Exhibit 99.1. In
addition, a copy of the amendment to the Rights Agreement is attached to this
Form 8-K as Exhibit 4.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements. None.
(b) Pro Forma Financial Information. None.
(c) Exhibits.
EXHIBIT NO. EXHIBIT
----------- ------------------------------------------------
4.1 First Amendment to Rights Agreement, dated as of
March 2, 2004, between the Company and U.S.
Stock Transfer Corporation, as Rights Agent.
99.1 Press Release, dated March 4, 2004, issued by
the Company announcing change in expiration date
of Rights Agreement.
S I G N A T U R E
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.
March 4, 2004 3D Systems Corporation
/s/ Robert M. Grace, Jr.
-----------------------------------------
By: Robert M. Grace, Jr.
Its: Vice President, General Counsel and
Corporate Secretary
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EXHIBIT NO. EXHIBIT
----------- ------------------------------------------------
4.1 First Amendment to Rights Agreement, dated as of
March 2, 2004, between the Company and U.S.
Stock Transfer Corporation, as Rights Agent.
99.1 Press Release, dated March 4, 2004, issued by
the Company announcing change in expiration date
of Rights Agreement.
3