-----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, THYe0tVf1w+SQscq9CTtFS3xB5it+Yh6U+IZ7NzEwdvqt81/uIJJ5V3UvAxBPJ9N o6YQzuHU7SoKpvUgN05NUA== 0001019056-08-001350.txt : 20081119 0001019056-08-001350.hdr.sgml : 20081119 20081119172334 ACCESSION NUMBER: 0001019056-08-001350 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081119 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20081119 DATE AS OF CHANGE: 20081119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VELOCITY PORTFOLIO GROUP INC CENTRAL INDEX KEY: 0000813565 STANDARD INDUSTRIAL CLASSIFICATION: SHORT-TERM BUSINESS CREDIT INSTITUTIONS [6153] IRS NUMBER: 650008442 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32879 FILM NUMBER: 081201825 BUSINESS ADDRESS: STREET 1: 1800 ROUTE 34 NORTH STREET 2: BUILDING 4, SUITE 404A CITY: WALL STATE: NJ ZIP: 07719 BUSINESS PHONE: 732-556-9090 MAIL ADDRESS: STREET 1: 1800 ROUTE 34 NORTH STREET 2: BUILDING 4, SUITE 404A CITY: WALL STATE: NJ ZIP: 07719 FORMER COMPANY: FORMER CONFORMED NAME: VELOCITY ASSET MANAGEMENT INC DATE OF NAME CHANGE: 20040409 FORMER COMPANY: FORMER CONFORMED NAME: TELE OPTICS INC DATE OF NAME CHANGE: 19920703 8-K 1 velocity_8k.htm

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) November 19, 2008



 

 

 

 

 

VELOCITY ASSET MANAGEMENT, INC.


(Exact name of registrant as specified in Charter)

 

Delaware

 

000-161570

 

65-0008442


 


 


(State or other jurisdiction of incorporation)

 

(Commission file no.)

 

(IRS employer identification no.)


 

 

 

48 S. Franklin Turnpike, 3rd Floor, Ramsey, NJ

 

07446


 


(Address of Principal Executive Offices)

 

(Zip Code)

 

 

 

Registrant’s telephone number, including area code: (201-760-6306)

 


 


(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 8.01. Other Events.

          On November 19, 2008, the Company issued a press release announcing it has effected a one-for-twenty reverse stock split.

          The press release is attached hereto as Exhibit 99.1 and is incorporated herein by this reference. The press release and the information in Item 8.01 of this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall they be deemed incorporated by reference in any filing under the Securities Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

 

 

 

 

(d)

Exhibits.


 

 

 

 

 

 

Exhibit No.

 

Description

 

 


 


 

 

 

 

 

 

99.1

 

Press Release issued November 19, 2008



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.

November 19, 2008

 

 

 

VELOCITY ASSET MANAGEMENT, INC.

 

 

 

/s/ John C. Kleinert

 


 

John C. Kleinert

 

Chief Executive Officer



EX-99.1 2 ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

Velocity Changes Its Name And Effects Reverse Stock Split

WALL, NJ -- On November 19, 2008, Velocity Portfolio Group, Inc. (NYSE Alternext: PGV, formerly JVI) announced that on November 14, 2008, it filed an Amendment to Velocity’s Certificate of Incorporation changing its name from Velocity Asset Management, Inc. to Velocity Portfolio Group, Inc. In addition, the previously announced one-for-twenty (1 for 20) reverse stock split of Velocity’s common stock, which was approved by Velocity’s stockholders on September 29, 2008, became effective upon the opening of the market on November 17, 2008, under the symbol “PGV”. As a result of the reverse split, the total number of shares of common stock outstanding was reduced from 17,875,987 to 893,799. Every twenty shares of Velocity’s common stock held by Velocity’s common stockholders on the split effective date were combined into one share of Velocity’s common stock. The reverse stock split affects all shares of Velocity’s common stock, stock options and warrants outstanding immediately prior to the effective time of the reverse stock split. A holder of record of common stock on the split effective date who otherwise was entitled to a fraction of a share received the number of new shares to which they were entitled rounded up to the nearest whole number of shares. No fractional shares of common stock were issued as a result of the reverse stock split.

Stockholders who hold existing stock certificates will receive instructions from Velocity’s transfer agent, Continental Stock Transfer and Trust Company, on how to receive new stock certificates. Stockholders whose certificates are held in street name or on deposit with their brokerage firm do not need to take any further action. Velocity’s common stock is now trading under a new CUSIP number, 92257E 304 and new symbol “PGV”.

In addition, as a result of the reverse split, the conversion price of the shares of Velocity’s Series A Preferred Stock was adjusted from $2.50 to $50.00. Pursuant to such adjustment, five shares of Velocity’s Series A Preferred Stock shall be convertible into one share of Velocity’s common stock. Velocity’s Series A Preferred Stock is also now trading under a new CUSIP number, 92257E 403 and new symbol “PGV-P”.

About Velocity Asset Management, Inc.

We are a portfolio management company that purchases unsecured consumer receivables in the secondary market and seeks to collect those receivables through an outsourced legal collection network. Our primary business is to acquire credit-card receivable portfolios at significant discounts to the total amounts owed by the debtors. When evaluating a portfolio for purchase, we conduct an extensive quantitative and qualitative analysis of the portfolio to appropriately price the debt and to identify portfolios that are optimal for collection through our legal collection network. We use our proprietary valuation process to calculate the purchase price so that our estimated cash flow from such portfolios offers us an adequate return on our investment after servicing expenses. For more information, visit www.velocitycollect.com


“Safe Harbor” statement under the Private Securities Litigation Reform Act of 1995

This press release contains forward looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and that are subject to risk and uncertainties, including, but not limited to, risks detailed from time to time in the Company’s filings with the Securities and Exchange Commission, including the Company’s registration statement on Form S-1. These risks could cause actual results to differ materially from those expressed in any forward looking statements made by, or on behalf of, the Company. The Company assumes no obligation to update the information contained in this press release.

Contact:

Jim Mastriani
CFO
Velocity Asset Management
732/556-9090


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