Tri-S Security 8-K 2008
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): October 10, 2008 (October 7, 2008)
Tri-S Security Corporation
(Exact name of registrant as specified in its charter)
Registrants telephone number, including area code: (678) 808-1540
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):
On October 7, 2008, Tri-S Security Corporation (the Company) issued to its primary lender a four-year warrant to purchase 90,000 shares of the Companys common stock, par value $0.001, at an exercise price of $3.00 per share (the Warrant). The Warrant was issued pursuant to the terms of its credit facility and in exchange for a reduction in overadvance fees in respect of the third quarter of 2008. The Warrant was issued without registration under the Securities Act of 1933, as amended (the Securities Act), upon the exemption from registration set forth in Section 4(2) of the Securities Act and Regulation D promulgated thereunder (Regulation D). The Company based such reliance upon representations made by its lender regarding the lenders investment interest, sophistication and status as an accredited investor, as defined in Rule 501 of Regulation D, among other things.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Form 8-K to be signed on its behalf by the undersigned thereunto duly authorized.
Dated: October 10, 2008