-----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, P6Sy9t7f+U932hYJcDscvI0lmoNWK07MUJo7SrnMh6f9vZfVrz+Wh1H6poNA8y7+ ssMg0491LMa/z6o7e+dKUA== 0000921895-05-001341.txt : 20050816 0000921895-05-001341.hdr.sgml : 20050816 20050815182933 ACCESSION NUMBER: 0000921895-05-001341 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050815 ITEM INFORMATION: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050816 DATE AS OF CHANGE: 20050815 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NYFIX INC CENTRAL INDEX KEY: 0000099047 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 061344888 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21324 FILM NUMBER: 051028595 BUSINESS ADDRESS: STREET 1: 333 LUDLOW STREET CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 2034258000 FORMER COMPANY: FORMER CONFORMED NAME: TRINITECH SYSTEMS INC DATE OF NAME CHANGE: 19940404 FORMER COMPANY: FORMER CONFORMED NAME: TRANS AIRE ELECTRONICS INC DATE OF NAME CHANGE: 19910916 8-K 1 form8k01805_08152005.htm sec document

                       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): August 15, 2005
                                                           ---------------


                                   NYFIX, INC.
             (Exact name of registrant as specified in its charter)


Delaware                            0-21324                    06-1344888
- --------------------------------------------------------------------------------
(State or other jurisdiction      (Commission                (IRS Employer
of incorporation)                 File Number)               Identification No.)

                 333 Ludlow Street, Stamford, Connecticut 06902
                 ----------------------------------------------
                    (Address of principal executive offices)

        Registrant's telephone number, including area code: 203-425-8000
                                                            ------------

             ------------------------------------------------------
                         (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))




Item 3.01.  Notice of Delisting  or Failure to Satisfy a Continued  Listing Rule
            or Standard; Transfer of Listing.
            --------------------------------------------------------------------

            On August 15, 2005,  NYFIX,  Inc. (the "Company")  announced that it
would begin  trading  under the symbol NYFXE on NASDAQ on August 16,  2005.  The
text of a press  release  issued by the Company is furnished as Exhibit 99.1 and
is incorporated herein by reference.

Item 9.01.  Financial Statements and Exhibits.
            ---------------------------------

    (c)     Exhibits

            Exhibit No.      Exhibits

            99.1             Press release of NYFIX, Inc. dated August 15, 2005.








                                    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.


                                                  NYFIX, INC.



                                                  By: /s/ Brian Bellardo
                                                      ----------------------
                                                      Brian Bellardo
                                                      Secretary
August 15, 2005

EX-99.1 2 ex991to8k_08152005.htm sec document

                                                                    EXHIBIT 99.1

                                     NYFIX

FOR IMMEDIATE RELEASE

COMPANY CONTACT:
Jennifer Carberry
NYFIX, Inc.
(203) 425-8000 or
info@nyfix.com
www.nyfix.com



               NYFIX TO BEGIN TRADING UNDER SYMBOL NYFXE ON NASDAQ


STAMFORD, CONN., AUGUST 15, 2005  /PRNEWSWIRE-FIRSTCALL/ -- NYFIX, INC. (NASDAQ:
NYFX),  a leader in technology  solutions for the financial  marketplace,  today
announced  that its  common  stock  will begin  trading  under the symbol  NYFXE
effective  Tuesday,  August 16, 2005.  The addition of the "E" to the  Company's
trading  symbol  indicates  that the Company has not timely filed its  Quarterly
Report on Form 10-Q for the quarter ended June 30, 2005, as previously announced
by the Company.

Based on the delay in filing of the  Company's  Form 10-Q,  NASDAQ  notified the
Company on August 12, 2005 that the Company is not in compliance with the NASDAQ
listing  requirements  (Marketplace  Rule  4310(c)(14)).  In accordance with the
notification and NASDAQ  Marketplace Rules that outline the standard  procedures
to obtain a hearing in these  circumstances,  the  Company  intends to  request,
within  seven  days of the  notification,  a  hearing  with the  NASDAQ  Listing
Qualifications  Panel for continued  listing on the NASDAQ National Market.  The
Company  expects that its common stock will remain listed on the NASDAQ National
Market until the Panel holds a hearing. There can be no assurance the Panel will
grant the Company's request for continued listing.

As previously  announced,  the delay is a result of the Company's  review of the
information  relating to its stock option grants and the related restatements of
its  financial  statements,  filed on June 30, 2005.  The review was prompted by
questions raised by Deloitte & Touche LLP, the Company's independent  registered
public accounting firm, to the Company's Audit Committee. As previously reported
by the Company,  the SEC has initiated an inquiry into the Company's granting of
stock options.  The Company,  as directed by the Audit Committee,  is working as
expeditiously as possible to complete its review.

ABOUT NYFIX, INC.

NYFIX,  INC.  is an  established  provider  to the  domestic  and  international
financial  markets  of  trading  workstations,  middle-office  trade  automation
technologies and trade communication  technologies.  Our NYFIX Network is one of
the industry's  largest networks,  connecting  broker-dealers,  institutions and
exchanges.  In addition to our headquarters in Stamford, we have offices on Wall
Street in New York City, in London's Financial District,  in Chicago, and in San
Francisco.  We operate redundant data centers in the northeastern  United States
with additional data center hubs in London,  Amsterdam, Hong Kong and Tokyo. For
more information, please visit www.nyfix.com.

THIS  PRESS  RELEASE  CONTAINS  CERTAIN  FORWARD-LOOKING  STATEMENTS  WITHIN THE
MEANING OF SECTION 27A OF THE  SECURITIES  ACT OF 1933, AS AMENDED,  AND SECTION
21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, WHICH ARE INTENDED TO BE
COVERED BY THE SAFE HARBORS  CREATED  THEREBY.  INVESTORS ARE CAUTIONED THAT ALL
FORWARD-LOOKING  STATEMENTS  INVOLVE RISKS AND  UNCERTAINTY,  INCLUDING  WITHOUT
LIMITATION,  THE  ABILITY OF THE  COMPANY TO MARKET AND  DEVELOP  ITS  PRODUCTS.
ALTHOUGH   THE   COMPANY   BELIEVES   THAT  THE   ASSUMPTIONS   UNDERLYING   THE
FORWARD-LOOKING   STATEMENTS  CONTAINED  HEREIN  ARE  REASONABLE,   ANY  OF  THE
ASSUMPTIONS COULD BE INACCURATE,  AND THEREFORE,  THERE CAN BE NO ASSURANCE THAT
THE  FORWARD-LOOKING  STATEMENTS INCLUDED IN THIS PRESS RELEASE WILL PROVE TO BE
ACCURATE.   IN  LIGHT  OF  THE   SIGNIFICANT   UNCERTAINTIES   INHERENT  IN  THE
FORWARD-LOOKING  STATEMENTS  INCLUDED HEREIN,  THE INCLUSION OF SUCH INFORMATION
SHOULD NOT BE REGARDED AS A  REPRESENTATION  BY THE COMPANY OR ANY OTHER  PERSON
THAT THE OBJECTIVES AND PLANS OF THE COMPANY WILL BE ACHIEVED.

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