-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, K9bdy3o8Q6KPXASx8VVyENtfE8g8nO/iyk7nQPd6JU8zirJcM24cvIuaOm3awLcU m4H6KGTjDY1CfoEDE0jEiQ== 0001007508-00-000014.txt : 20000516 0001007508-00-000014.hdr.sgml : 20000516 ACCESSION NUMBER: 0001007508-00-000014 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000331 FILED AS OF DATE: 20000515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AFFINITY TECHNOLOGY GROUP INC CENTRAL INDEX KEY: 0001007508 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 570991269 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-28152 FILM NUMBER: 636051 BUSINESS ADDRESS: STREET 1: 1201 MAIN STREET STREET 2: SUITE 2080 CITY: COLUMBIA STATE: SC ZIP: 29201 BUSINESS PHONE: 8037582511 MAIL ADDRESS: STREET 1: 1201 MAIN STREET 20TH FL STREET 2: SUITE 2080 CITY: COLUMBIA STATE: SC ZIP: 29201 10-Q 1 FIRST QUARTER 10Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2000 Commission file number: 0-28152 Affinity Technology Group, Inc. (Exact name of registrant as specified in its charter) Delaware 57-0991269 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Affinity Technology Group, Inc. 1201 Main Street, Suite 2080 Columbia, SC 29201-3201 (Address of principal executive offices) (Zip code) (803) 758-2511 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ____ Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. 30,018,653 shares of Common Stock, $0.0001 par value, as of May 1, 2000. The information required by Part I of this Form 10-Q is not filed herewith pursuant to Rule 12b-25 under the Securities Exchange Act of 1934. Part I. Financial Information The information required by Part I of this Form 10-Q is not filed herewith pursuant to Rule 12b-25 under the Securities Exchange Act of 1934. Part II. Other Information Items 3, 4 and 5 are not applicable. Item 1. Legal Proceedings On April 18, 2000, the Company filed a lawsuit against The Dime Savings Bank of New York, FSB ("The Dime") and Hudson United Bancorp ("Hudson") in The United States District Court for the district of South Carolina, Columbia Division. The lawsuit arises out of the Company's contract with The Dime relating to the development of a system to process and automate decisioning of automobile loans, which contract was acquired by The Dime in connection with its acquisition of the indirect automobile loan business formerly operated by Citibank, N.A. In the Company's complaint, the Company alleges breach of contract by The Dime and intentional interference with the contract by Hudson, which attempted to merge with The Dime earlier this year. The lawsuit also contains a civil conspiracy claim against both Dime and Hudson, and seeks actual and punitive damages against both defendants. Item 2. Changes in Securities and Use of Proceeds. (a) Not applicable. (b) Not applicable. (c) Not applicable. (d) The Company's registration statement on Form S-1 (File No. 333-1170) with regard to an initial public offering of 5,060,000 shares of common stock, par value $0.0001 per share, of the Company was declared effective by the Securities and Exchange Commission on April 24, 1996. As set forth in the Company's Form SR, Report of Sales of Securities and Use of Proceeds Therefrom, Montgomery Securities and Donaldson, Lufkin & Jenrette Securities Corporation acted as the managing underwriters for the offering, which commenced April 25, 1996. As of March 31, 2000, the Company has used net proceeds of $60,088,000 from the offering as follows:
Direct or indirect payments to directors, officers, general partners of the issuer or their associates; to persons owning ten percent or more of any class of equity securities of the issuer; Direct or indirect and to affiliates of the issuer. payments to others ------------------------------------ --------------------------- Construction of plant, building and facilities $ - Purchase and installation of machinery and equipment 5,689,000 Purchase of real estate - Acquisition of other business(es) 300,000 Repayment of indebtedness $ 771,000 1 1,000,000 Working capital 33,059,000 Temporary investments: US Treasury obligations - Commercial paper - Money market / cash 1,715,000 Other purposes Marketing 4,537,000 Research & development 10,776,000 Purchase of software 2,241,000 1 Reflects the repayment of debt owned to Carolina First Corporation, as described under the caption "Use of Proceeds" in the Company's Prospectus, dated April 25, 1996.
Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits None (b) Reports on Form 8-K No reports on Form 8-K were filed by the Company during the quarter ended March 31, 2000. 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, thereunto duly authorized. Affinity Technology Group, Inc. By: /s/ Joseph A. Boyle Joseph A. Boyle President, Chief Executive Officer and Chief Financial Officer (principal executive and financial officer) Date: May 15, 2000 -----END PRIVACY-ENHANCED MESSAGE-----