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 26, 2009
LASERSIGHT
INCORPORATED
(Exact name of registrant as specified
in its charter)
Commission File
Number: 0-19671
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DE
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65-0273162
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(State or other jurisdiction
of
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(IRS
Employer
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incorporation)
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Identification
No.)
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931 S. Semoran Blvd. Suite
204, Winter Park, FL 32792
(Address of principal
executive offices, including zip code)
407-678-9900
(Registrant’s telephone number,
including area code)
(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:
[ ] Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
LASERSIGHT
INCORPORATED
Item 8.01 Other
Events.
On March 26, 2009, the Company and its
wholly owned subsidiary, LaserSight Technologies, Inc. (“LTI”), were served with
a summons and complaint that was filed in the Circuit Court of the Ninth
Judicial Circuit in and for Orange County, Florida. The lawsuit was filed by
New Industries Investment Consultants (HK) Ltd. (“NIIC”), a shareholder of the
Company. In its complaint, NIIC alleges that the Company and/or LTI
have defaulted under the Security Agreement dated December 1, 2003, from the
Company and LTI to NIIC (the “Security Agreement”); the Restricted Account
Agreement dated December 10, 2003, among LTI, SunTrust Bank and NIIC; the
Restated Promissory Note dated August 31, 2004, from the Company and LTI to NIIC
(the “Restated Promissory Note”); the Promissory Note dated July 26, 2006, from
the Company and LTI to NIIC; and the Loan Agreement dated July 26, 2006, among
the Company, LTI and NIIC (the “Loan Agreement”) (all of the foregoing documents
together referred to as the “Loan Documents”). The Loan Documents and
related financing arrangements have been previously reported by the
Company.
The Company previously reported, in its
Form 8-K dated May 20, 2008, and filed with the SEC on May 23, 2008, that the Company had received a letter
from counsel to NIIC dated May 19, 2008 (the “Letter”). The Letter
notified the Company that NIIC was exercising its rights under the Restated
Promissory Note, the Loan Agreement and related documents, to accelerate the
obligations of the Company to NIIC under such financing documents. In
the Letter NIIC demanded payment in full of all of the Company’s obligations to
NIIC resulting from the Company’s defaults in failing to make timely payments of
amounts due to NIIC under such financing documents. At that time,
NIIC required payment of $4,383,082.00, which amount comprised all principal and
interest due to NIIC as of May 19, 2008. The Company attempted to
negotiate with NIIC for a forbearance of the acceleration of its obligations to
NIIC, as the Company was unable to pay such obligations. The
Company’s default and the acceleration of its obligations to NIIC may have also
triggered defaults under other financing arrangements of the
Company.
NIIC’s complaint declares the entire
balances of the Restated Promissory Note and the Promissory Note to be due and
immediately payable, and it alleges that it is due the principal amount of
$3,625,000, together with accrued interest of $1,044,683 through November 30,
2008, for a total of $4,669,683, as well as interest accruing after November 30,
2008, expenses and attorneys’ fees. NIIC seeks to recover such
amounts from the Company and LTI, and it also seeks to foreclose its security
interest in the Collateral described in the Security Agreement, to take
possession of such Collateral and to enforce the Restricted Account
Agreement.
While the Company may have defenses to
assert in its answer to NIIC’s complaint, the Company intends to negotiate with
NIIC in an effort to reach a settlement of the lawsuit, as the Company is unable
to pay the obligations set forth in the Loan Documents.
LASERSIGHT
INCORPORATED
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.
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LASERSIGHT
INCORPORATED |
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Date: March
31, 2009
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By:
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/s/ Danghui
(“David”) Liu |
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Danghui
(“David”) Liu |
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Chief
Executive Officer |
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