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): May 30, 2003
TAG-IT PACIFIC, INC.
(Exact Name of Company as Specified in Charter)
Delaware 1-13669 95-4654481
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
21900 Burbank Blvd., Suite 270
Woodland Hills, CA 91367
(Address of Principal Executive Offices)
(818) 444-4100
(Company's Telephone Number)
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE
On June 2, 2003, Tag-It Pacific, Inc. announced that it had raised
approximately $6 million in a private placement transaction with five
institutional investors. Pursuant to a securities purchase agreement with these
institutional investors, we sold 1,725,000 shares of our common stock at a price
per share of $3.50. After commissions and expenses, we received net proceeds of
approximately $5.5 million. We have agreed to register the shares issued in the
private placement with the Securities and Exchange Commission for resale by the
investors.
A copy of the press release, dated June 2, 2003, published by us announcing
the financing, is attached to this report as Exhibit 99.1 and is incorporated
herein by this reference.
Copies of the Securities Purchase Agreement and the Registration Rights
Agreement are attached to this report as Exhibit 99.2 and Exhibit 99.3,
respectively, and are incorporated herein by this reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial statements
Not applicable.
(b) Pro forma financial information
Not applicable.
(c) Exhibits
99.1 Press Release, dated June 2, 2003, issued by the Registrant.
99.2 Securities Purchase Agreement dated May 23, 2003, by and
among the Registrant and the Purchasers identified on
the signature pages thereto.
99.3 Registration Rights Agreement dated May 23, 2003, by and
among the Registrant and the Purchasers identified on the
signature pages thereto.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
June 2, 2003 TAG-IT PACIFIC, INC.
By: /S/ RONDA SALLMEN
-----------------------------------
Ronda Sallmen
Chief Financial Officer
3
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
------- -----------
99.1 Press Release, dated June 2, 2003, issued by the Registrant.
99.2 Securities Purchase Agreement dated May 23, 2003, by and among the
Company and the Purchasers identified on the signature pages
thereto.
99.3 Registration Rights Agreement dated May 23, 2003, by and among the
Company and the Purchasers identified on the signature pages
thereto
4