-----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, Vt5ySLw9E3sP018nPM3sEc45jAVpR4lbea8CBanoO1kIVffVmWc5pVSNq458cNxI 6sU6IXYEEiKVyafMGb5Wgg== 0000921895-99-000744.txt : 19991026 0000921895-99-000744.hdr.sgml : 19991026 ACCESSION NUMBER: 0000921895-99-000744 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991021 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991025 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRINITECH SYSTEMS INC CENTRAL INDEX KEY: 0000099047 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 061344888 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-12292 FILM NUMBER: 99732903 BUSINESS ADDRESS: STREET 1: 333 LUDLOW STREET CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 2034258000 8-K 1 FORM 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): October 21, 1999 TRINITECH SYSTEMS, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) New York 0-21324 06-1344888 - ------------------------------- ------------------------ -------------------- (State or other jurisdiction of (Commission File Number) (IRS Employer incorporation) Identification No.) 333 Ludlow Street, Stamford, Connecticut 06902 - -------------------------------------------------------------------------------- Address of principal executive offices Registrant's telephone number, including area code: (203) 425-8000 N/A - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) ITEM 5. OTHER EVENTS. On October 21, 1999, Trinitech Systems, Inc. (the "Company") issued a press release announcing, among other things, that the Company's shareholders have approved the Board of Directors' decision to change the Company's name to NYFIX, Inc. and, in connection therewith, the Company is changing its ticker symbol on the American Stock Exchange to "NYF." Both changes are to be effective as of Monday, October 25, 1999. The text of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits. 99.1 Press Release of the Registrant, dated October 21, 1999. -2- 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. TRINITECH SYSTEMS, INC. Dated: October 22, 1999 By: /s/ Richard A. Castillo ------------------------------------------ Name: Richard A. Castillo Title: Chief Financial Officer -3- EX-99.1 2 PRESS RELEASE NEWS BRIEF FOR IMMEDIATE RELEASE Contacts: Investors News Media Peter Kilbinger Hansen, President John Henderson Trinitech Systems, Inc. Rubenstein Associates Tel: (203) 425-8000 Tel: (212) 843-8054 TRINITECH SYSTEMS, INC. ANNOUNCES SHAREHOLDER APPROVAL OF CHANGE OF NAME TO NYFIX, INC., INCREASE IN AUTHORIZED SHARES AND THREE-FOR- TWO STOCK SPLIT "NYF" - NEW TICKER SYMBOL AS OF MONDAY STAMFORD, CT, October 21, 1999: Trinitech Systems, Inc. (AMEX: TSI) announced today that its shareholders have approved the Board of Directors' decision to change the Company's name to NYFIX, Inc. In connection with the name change, the Company is changing its ticker symbol on the American Stock Exchange to "NYF." Both changes will be effective as of Monday, October 25, 1999. The Company's London and Chicago based subsidiary, active in developing order management and order routing technology for the global derivatives trading and exchange markets, will continue to operate under the name Trinitech Systems International, Inc. Shareholders also approved the increase of authorized shares in the Company from 15 million shares of common stock to 60 million shares of common stock and from one million shares of preferred stock to five million shares of preferred stock. The Company's Board of Directors authorized a 3 for 2 stock split in the form of a 50% stock dividend to shareholders of record on November 1, 1999, payable November 15, 1999. The Company currently has 9,636,351 shares outstanding and will have 14,454,527 shares outstanding following the dividend. In an earlier news release, the Company had announced that it had raised capital in connection with organizing a planned joint venture which will reposition the Company as an electronic financial markets organization versus a pure trading technology company. The Company is expecting to conclude the joint venture arrangement shortly with news releases pending. Trinitech Systems, Inc. (AMEX: TSI, under name change to NYFIX, AMEX: NYF as of October 25, 1999) develops and markets advanced electronic trading systems to brokerage firms, international banks and global exchanges trading in equities, futures & options, and currencies. The Company's NYFIX Network, a combined FIX and Exchange Access Network, enables users to electronically communicate trade data among the buy-side, sell-side, and exchange floor environments. NYFIX is the financial community's fastest-growing intranet, with more than 400 high-speed intranet circuits and 800 alternative routes, NYFIX processes more than 100 million -4- shares of equity order flow on a daily basis. The Company's goal is to become the leading provider of real-time electronic trade entry and routing systems to the global financial services industry. Trinitech is headquartered in Stamford, Connecticut and maintains operations in New York, Chicago, and London. 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. -5- -----END PRIVACY-ENHANCED MESSAGE-----