-----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, DErUjaYvbZCy+ZxmPL5Sx7H7JyzQ4VyvVRhkiSGQbod/FiLgKO8V1TXnHC9U9K+k og3Nuo/vy6Nj/ZTYgYEqeQ== 0001144204-06-004239.txt : 20060206 0001144204-06-004239.hdr.sgml : 20060206 20060206162543 ACCESSION NUMBER: 0001144204-06-004239 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060206 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060206 DATE AS OF CHANGE: 20060206 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MARKET CENTRAL INC CENTRAL INDEX KEY: 0001043933 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 593562953 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22969 FILM NUMBER: 06581926 BUSINESS ADDRESS: STREET 1: 1650A GUM BRANCH RD CITY: JACKSONVILLE STATE: NC ZIP: 32830 BUSINESS PHONE: 704-837-0500 MAIL ADDRESS: STREET 1: 6701 CARMEL ROAD STREET 2: SUITE 205 CITY: CHARLOTTE STATE: NC ZIP: 28226 FORMER COMPANY: FORMER CONFORMED NAME: PALADYNE CORP DATE OF NAME CHANGE: 19990324 FORMER COMPANY: FORMER CONFORMED NAME: SYNAPTX WORLDWIDE INC DATE OF NAME CHANGE: 19970807 8-K 1 v034666_8k.txt 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): February 6, 2006 (February 6, 2006) Market Central, Inc. Delaware 0-22969 59-3562953 (State or other jurisdiction (Commission File ID No.) (IRS Employer No.) of incorporation) 6701 Carmel Road Suite 205 Charlotte, NC 28226 (Address of principal executive offices) (704) 837-0500 (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 (see General Instruction A.2. below): [ ] 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)) Section 8 - Other Events Item 8.01 Other Events On February 6, 2006, Market Central, Inc. (d.b.a Scientigo(TM)) issued a press release announcing results from the Company's Annual Meeting of Stockholders which was completed on Friday, February 3, 2006 in Charlotte, North Carolina. Shareholders of record as of the close of business on December 29, 2005 approved and ratified the appointment of Russell Bedford Stefanou Mirchandani, LLP as the Company's independent auditors for the fiscal year ended August 31, 2005. The Shareholders also approved and ratified the immediate change of the Company's name from "Market Central, Inc." to "Scientigo, Inc." and the amendment of an increase in the number of shares of common stock available in the Company's 2003 Amended and Restated Stock Plan by 7,000,000 shares. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K. Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits (a) Financial Statements of Business Acquired Not applicable. (b) Pro Forma Financial Information Not applicable. (c) Exhibits 99.1 Press Release on the results of the Annual Meeting of Stockholders. -2- 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 hereto duly authorized. Market Central, Inc. (Registrant) Dated: February 6, 2006 By: /s/ Clifford Clark --------------------------------------- Clifford Clark, Chief Financial Officer -3- EX-99.1 2 v034666_99-1.txt [LOGO OF SCIENTIGO, INC.] FOR IMMEDIATE RELEASE SCIENTIGO, INC. ANNOUNCES RESULTS OF ANNUAL MEETING OF STOCKHOLDERS Shareholders Approve Corporate Name Change to "Scientigo, Inc." CHARLOTTE, N.C. - (BusinessWire) - February 6, 2006 - Market Central, Inc., d/b/a/ Scientigo, Inc. (OTCBB:MKTE), today announced results from the Company's Annual Meeting of Stockholders which was completed on Friday February 3, 2006 in Charlotte, North Carolina. Shareholders of record as of the close of business on December 29, 2005 approved and ratified: o the appointment of Russell Bedford Stefanou Mirchandani, LLP as the Company's independent auditors for the fiscal year ended August 31, 2005; o the immediate change of the Company's name from "Market Central, Inc." to "Scientigo, Inc."; and o the amendment of an increase in the number of shares of Common Stock available in the Company's 2003 Amended and Restated Stock Plan by 7,000,000 shares. There were no further business matters brought before the meeting by shareholders in attendance. Doyal Bryant, Scientigo's President and CEO, stated, "We are pleased that the corporate name change to Scientigo, Inc. is complete. We will immediately apply for a new trading symbol that will help the investment community to better identify Scientigo in the public market place and eliminate any confusion relating to our name." Continuing, Bryant added, "The Company's management team is proud of the progress that has been made in creating the framework on which Scientigo will build its future success. Our development initiatives, partnerships, and recent Find.com acquisition are collectively paving the way for global growth, as we begin to establish our technology platform in 2006. Our commitment to our shareholders is to focus on opportunities that will provide increasing shareholder value by leveraging our disruptive technology into new revenue opportunities." About Scientigo(TM) Scientigo(TM) (pronounced "see-ENH-ti-go") is an emerging technology leader that invented, patented, and is now licensing the next-generation of intelligent document recognition, intelligent enterprise content management, and intelligent search technologies for consumers and the enterprise. Scientigo(TM)'s patented tigo(TM) technology creates order from information chaos by using artificial intelligence, machine learning, rules-based systems, and patented XML technology to make it faster, easier, and less costly to capture, file, organize, and retrieve any type of information. This boosts employee productivity and corporate agility, reduces document management and research costs, and delivers ROI practically overnight. World-leading third-party independent software and solution providers are licensing Scientigo(TM)'s technologies to dramatically improve the capabilities, benefits, and market appeal of their offerings; and to speed their time-to-market for the next-generation of intelligent information acquisition and retrieval systems. Scientigo(TM) can be reached on the Web at www.scientigo.com. This news release may contain forward-looking statements. Forward-looking statements are indicated by words such as "expects," "intends," "anticipates," "believes" and similar expressions. Our ability to achieve the results anticipated in such forward-looking statements is subject to risks and uncertainties, including, without limitation, the potential interest of third parties in our intellectual property portfolio, any potential growth of our company, our ability to successfully maximize the value of our intellectual property assets, in addition to general economic conditions, operating results, market acceptance of our solutions and other risks detailed from time to time in our reports filed with the Securities and Exchange Commission. These forward-looking statements are made in accordance with "safe harbor" provided by the Private Securities Litigation Reform Act of 1995 and no assurance can be given that the future results that are the subject of such forward-looking statements will be achieved. The Company undertakes no obligation to publicly update or revise the forward-looking statements, whether as a result of new information, future events, or otherwise. FOR MORE INFORMATION, PLEASE CONTACT: Investors/Stockbrokers/Institutions Elite Financial Communications Group, LLC Dodi Handy, 407-585-1080 or via email at mkte@efcg.net Media/Press FCA Communications, Inc. Mike Lizun, 610-642-8253 or via email at Mike@GregoryFCA.com Page 2 of 2 -----END PRIVACY-ENHANCED MESSAGE-----