-----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, WbcrWY9zDVAF8iJjBoiV/jEbAbYNmoFokqvC2fnOEr77fOPV7+09RRi20V+U/Lxr YWE90EbYs2oSnXsas6pmxA== 0001104659-03-027514.txt : 20031128 0001104659-03-027514.hdr.sgml : 20031127 20031128142125 ACCESSION NUMBER: 0001104659-03-027514 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20031128 ITEM INFORMATION: Other events FILED AS OF DATE: 20031128 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HYPERFEED TECHNOLOGIES INC CENTRAL INDEX KEY: 0000745774 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY & COMMODITY BROKERS, DEALERS, EXCHANGES & SERVICES [6200] IRS NUMBER: 363131704 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11108 FILM NUMBER: 031028555 BUSINESS ADDRESS: STREET 1: 300 S WACKER DR STREET 2: STE 300 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3129132848 MAIL ADDRESS: STREET 1: 300 SOUTH WACKER DR STREET 2: SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60606 FORMER COMPANY: FORMER CONFORMED NAME: PC QUOTE INC DATE OF NAME CHANGE: 19920703 8-K 1 a03-5913_18k.htm 8-K

 

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 (Date of earliest event reported):  November 28, 2003

 


 

HYPERFEED TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

0-13093

 

36-3131704

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(I.R.S Employer
Identification No.)

 

300 South Wacker Drive, Suite 300
Chicago, Illinois 60606

(Address of principal executive offices)

 

(312) 913-2800

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report.)

 

 



 

Item 5.         Other Events

 

On June 19, 2003, the executive management of HyperFeed Technologies, Inc., a Delaware corporation (the “Company”) appeared at an oral hearing (the “Hearing”) before a Nasdaq Listing Qualifications Panel (the “Panel”) to present its plan of compliance with the stockholders’ equity/net income/market value of listed securities and minimum bid price continued listing requirements. On July 15, 2003, the Panel issued a determination (the “Exception”) requiring the Company (1) on or before August 14, 2003 and for ten consecutive trading days thereafter, (i) to demonstrate a closing bid price for its securities of at least $1.00 per share for the requisite trading period; and, (ii) to file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2003 evidencing stockholders’ equity of at least $2.5 million; and (2) to file its Quarterly Report on Form 10-Q for the quarter ended September 30, 2003 evidencing stockholders’ equity of at least $2.5 million. The Company has complied with the first requirement of the Exception which compliance was confirmed by the Nasdaq staff in its September 2, 2003 correspondence to the Company. In its subsequent event disclosure contained in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2003, the Company reported that it had sold its consolidated market data feed service contracts and expected to record a gain on the sale and a corresponding increase in stockholders’ equity of approximately $6.4 million as of October 31, 2003. The material terms and provisions of this contract are disclosed in the Company’s Current Report on Form 8-K dated November 14, 2003 and are incorporated by reference herein.

 

This Current Report on Form 8-K is being filed to comply with the Company’s November 20, 2003 undertaking to the Panel reflecting the Company’s compliance with the second requirement of the Exception. The Company’s unaudited consolidated balance sheet as of October 31, 2003 presented below evidences that the October 31, 2003 stockholders’ equity of $7.6 million exceeds the second requirement of the Exception.

 

THE UNAUDITED CONSOLIDATED BALANCE SHEET SET FORTH BELOW DOES NOT INCLUDE ALL DISCLOSURES REQUIRED BY GENERALLY ACCEPTED ACCOUNTING PRINCIPLES AND WAS CREATED FOR THE SOLE PURPOSE OF DEMONSTRATING THE COMPANY’S COMPLIANCE WITH THE EXCEPTION; AND CONSEQUENTLY, IT SHOULD NOT BE RELIED UPON BY INVESTORS FOR ANY PURPOSES WHATSOEVER.

 

2



 

HyperFeed Technologies, Inc. and Subsidiary
Consolidated Balance Sheet (Unaudited)

 

 

 

 

October 31,
2003

 

Assets

 

 

 

Current Assets

 

 

 

Cash and cash equivalents

 

$

5,892,282

 

Accounts receivable

 

623,839

 

Notes receivable, less allowance for doubtful accounts of $75,000

 

200,894

 

Prepaid expenses and other current assets

 

146,851

 

Assets related to discontinued operations

 

644,372

 

Total Current Assets

 

7,508,238

 

 

 

 

 

Property and equipment

 

 

 

Computer equipment

 

2,139,770

 

Communication equipment

 

1,296,550

 

Furniture and fixtures

 

82,839

 

Leasehold improvements

 

531,809

 

 

 

4,050,968

 

Less: Accumulated depreciation and amortization

 

(2,892,226

)

 

 

1,158,742

 

 

 

 

 

Notes receivable, less allowance for doubtful accounts of $75,000

 

99,571

 

Intangible assets, net of accumulated amortization of $60,000

 

120,000

 

Software development costs, net of accumulated amortization of $2,535,039

 

1,766,305

 

Deposits and other assets

 

35,135

 

Total Assets

 

$

10,687,991

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

Current Liabilities

 

 

 

Accounts payable

 

$

400,239

 

Accrued expenses

 

450,828

 

Accrued compensation

 

68,003

 

Liabilities related to discontinued operations

 

1,835,846

 

Total Current Liabilities

 

2,754,916

 

 

 

 

 

Deferred rent

 

291,698

 

Total Noncurrent Liabilities

 

291,698

 

Total Liabilities

 

3,046,614

 

 

 

 

 

Stockholders’ Equity

 

 

 

Common stock, $.001 par value; authorized 50,000,000 shares;
issued and outstanding 3,047,835 shares at October 31, 2003

 

3,048

 

Additional paid-in capital

 

46,054,473

 

Accumulated deficit

 

(38,416,144

)

Total Stockholders’ Equity

 

7,641,377

 

Total Liabilities and Stockholders’ Equity

 

$

10,687,991

 

 

 

Item 7.                                                           Financial Statements & Exhibits

 

N/A.

 

3



 

SIGNATURE

 

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.

 

 

 

HYPERFEED TECHNOLOGIES, INC.

 

 

 

 

 

 

Date:  November 28, 2003

By

/s/ RANDALL J. FRAPART

 

 

 

Randall J. Frapart

 

 

Chief Financial Officer

 

4


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