-----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, SXRSWEp6nxo8xTV78V8OR4iJLF0nVsMKs6YGtn8NtfvBIjQkSwXBBF6VSR5IsK9j B+R8kN/BS9pihPZQMYXKuw== 0000911420-03-000047.txt : 20030221 0000911420-03-000047.hdr.sgml : 20030221 20030221165121 ACCESSION NUMBER: 0000911420-03-000047 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030221 ITEM INFORMATION: Other events FILED AS OF DATE: 20030221 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MKTG SERVICES INC CENTRAL INDEX KEY: 0000014280 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 880085608 STATE OF INCORPORATION: NV FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01768 FILM NUMBER: 03576383 BUSINESS ADDRESS: STREET 1: 333 SEVENTH AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10001 BUSINESS PHONE: 917-339-7200 MAIL ADDRESS: STREET 1: 333 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10001 FORMER COMPANY: FORMER CONFORMED NAME: SPORTS TECH INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: ALL-COMM MEDIA CORP DATE OF NAME CHANGE: 19950823 FORMER COMPANY: FORMER CONFORMED NAME: BRISTOL HOLDINGS INC DATE OF NAME CHANGE: 19920518 FORMER COMPANY: FORMER CONFORMED NAME: MARKETING SERVICES GROUP INC DATE OF NAME CHANGE: 19970707 8-K 1 d871589.txt FORM 8K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: February 21, 2003 MKTG SERVICES, INC. -------------------------------------------------- (Exact name of Registrant as specified in charter) Nevada 0-16730 88-0085608 - -------------------------------------------------------------------------------- (State or other (Commission (I.R.S. Employer jurisdiction of File No.) Identification No.) incorporation) 333 Seventh Avenue New York, New York 10001 ------------------------------------------ (Address of Principal Executive Offices) 917/339-7100 --------------------------------------------------- (Registrant's telephone number, including area code) ITEM 5. OTHER EVENTS. As previously reported, the Company redeemed all of its Series E Preferred Stock for approximately $6 million and the issuance of 181,302 shares of common stock as of December 31, 2002. Further, the Company effected an eight-for-one reverse split of its common stock on January 27, 2003. To reflect these changes, the Company has updated its most recent Beneficial Ownership table and has included it herewith for informational purposes. BENEFICAL OWNERSHIP The following table sets forth certain information regarding the beneficial ownership of Common Stock calculated pursuant to Rule 13d-3 under the Exchange Act as of February 15, 2003: (i) each Director and each of the Named Executive Officers; (ii) all executive officers and Directors of the Company as a group; and (iii) each person known by the Company to own beneficially more than 5% of the outstanding shares of Common Stock.
AMOUNT AND NATURE OF COMMON STOCK BENEFICIALLY OWNED ------------------ NAME AND ADDRESS OF BENEFICIAL HOLDER (1) NUMBER PERCENT - ----------------------------------------- ------ ------- Directors and Named Executive Officers: J. Jeremy Barbera(2)............................................................. 141,077 12.48% Cindy Hill(3).................................................................... 3,022 * Alan I. Annex(4)................................................................. 2,827 * Seymour Jones(5)................................................................. 4,155 * C. Anthony Wainwright(6)......................................................... 2,966 * John Gerlach(7).................................................................. 4,158 * All Directors and Executive Officers as a group (6 persons)...................... 158,205 13.9% 5% Stockholders: GE Capital Corporation(8)........................................................ 312,109 23.74% Rose Glen Capital Management (9) 108,279 9.9% Castle Creek Technology Partners LLC (10) 90,651 8.3%
- ------ * Less than 1% (1) Unless otherwise indicated in these footnotes, each stockholder has sole voting and investment power with respect to the shares beneficially owned. All information with respect to beneficial ownership has been furnished by the respective Director and executive officer. All information with respect to beneficial ownership for 5% shareholders has been based upon the respective shareholder's latest file Form 13d or 13G. Except as otherwise noted, each person has an address in care of the Company. (2) Includes 38,024 beneficially owned shares of Common Stock issuable upon the exercise of options which are currently exercisable or are exercisable within 60 days of February 15, 2003. 2 (3) Includes 2,917 beneficially owned shares of Common Stock issuable upon the exercise of options which are currently exercisable or are exercisable within 60 days of February 15, 2003. (4) Includes 1,730 beneficially owned shares of Common Stock issuable upon the exercise of options which are currently exercisable or are exercisable within 60 days of February 15, 2003. (5) Includes 1,376 beneficially owned shares of Common Stock issuable upon the exercise of options which are currently exercisable or are exercisable within 60 days of February 15, 2003. (6) Includes 1,355 beneficially owned shares of Common Stock issuable upon the exercise of options which are currently exercisable or are exercisable within 60 days of February 15, 2003. (7) Includes 2,126 beneficially owned shares of Common Stock issuable upon the exercise of options which are currently exercisable or are exercisable within 60 days of February 15, 2003. (8) Includes 89,817 shares of common stock and 222,292 beneficially owned shares of Common Stock issuable upon the exercise of warrants which are currently exercisable or are exercisable with 60 days of February 15, 2003. The address for the 5% Stockholder is as follows: 120 Long Ridge Road, Stamford, Connecticut 06927. (9) The address for the 5% Stockholder is as follows: 3 Bala Plaza East, Suite 501, 251 St. Asaphs Road, Cynwyd, Pennsylvania 19004. (10) The address for the 5% Stockholder is as follows: 111 West Jackson Blvd, Suite 2020, Chicago, IL 60604. 3 SIGNATURES In accordance with the requirements of the Exchange Act, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized MKTG SERVICES, INC. (Registrant) Date: February 21, 2003 By: /s/ J. Jeremy Barbera ------------------------------- J. Jeremy Barbera Chairman of the Board and Chief Executive Officer Date: February 21, 2003 By: /s/ Cindy H. Hill ------------------------------- Cindy H. Hill Chief Accounting Officer -----END PRIVACY-ENHANCED MESSAGE-----