JWGENESIS FINANCIAL CORP /
8-K, 2000-10-26
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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                       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: October 26, 2000

                             ---------------------

                            JWGenesis Financial Corp.
                            -------------------------
               (Exact name of Registrant as Specified in Charter)


<TABLE>
<S>                                <C>                      <C>
           Florida                    001-14205                 65-0811010
           -------                    ---------                 ----------
(State or other Jurisdiction of    (Commission File           (IRS Employer
Incorporation or Organization)         Number)              Identification No.)


  980 North Federal Highway, Suite 210
          Boca Raton, Florida                                     33432
----------------------------------------                          -----
(Address of Principal Executive Offices)                        (Zip Code)
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       Registrant's telephone number, including area code: (561) 338-2600


                                 Not Applicable
          ------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)



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ITEM 5.  OTHER EVENTS

         On October 26, 2000, JWGenesis Financial Corp. (the "Company")
delivered notice to its shareholders of an indirect distribution, as a special,
non-cash dividend to its shareholders, of approximately 75% of its interest in
the stock of MVP.com, Inc., a privately-held Delaware corporation. The notice
included an Information Statement of the Company providing detailed information
concerning the dividend. Copies of the notice and the Information Statement are
included herewith pursuant to Item 7 as Exhibits 99(a) and 99(b), respectively.
Such Exhibits are incorporated by reference into this Item 5, and the foregoing
descriptions thereof are qualified in their entirety by reference to such
Exhibits.

         CERTAIN STATEMENTS INCLUDED IN THIS FORM 8-K, INCLUDING WITHOUT
LIMITATION STATEMENTS CONTAINING THE WORDS "BELIEVES," "ANTICIPATES," "INTENDS,"
"EXPECTS" AND WORDS OF SIMILAR IMPORT, CONSTITUTE "FORWARD-LOOKING STATEMENTS"
WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. SUCH
FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND
OTHER FACTORS THAT MAY CAUSE THE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS OF
THE COMPANY TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR
ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. SUCH
FACTORS INCLUDE, AMONG OTHERS, THE FOLLOWING: THE IMPACT OF GENERAL ECONOMIC
CONDITIONS ON THE CAPITAL MARKETS; CHANGES IN OR AMENDMENTS TO REGULATORY
AUTHORITIES' CAPITAL REQUIREMENTS OR OTHER REGULATIONS APPLICABLE TO THE COMPANY
OR ITS SUBSIDIARIES; FLUCTUATIONS IN INTEREST RATES; INCREASED LEVELS OF
COMPETITION; AND OTHER FACTORS REFERRED TO IN THE COMPANY'S ANNUAL REPORT ON
FORM 10-K FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999, UNDER "ITEM 1. BUSINESS -
CERTAIN MATTERS REGARDING FORWARD LOOKING STATEMENTS," WHICH IS INCORPORATED
HEREIN BY THIS REFERENCE. GIVEN SUCH UNCERTAINTIES, UNDUE RELIANCE SHOULD NOT BE
PLACED ON SUCH FORWARD-LOOKING STATEMENTS. THE COMPANY DISCLAIMS ANY OBLIGATION
TO UPDATE ANY SUCH FACTORS OR TO PUBLICLY ANNOUNCE THE RESULTS OF ANY REVISIONS
TO ANY OF THE FORWARD-LOOKING STATEMENTS INCLUDED HEREIN TO REFLECT FUTURE
EVENTS OR DEVELOPMENTS.

ITEM 7.   FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

     (a)  Not applicable.

     (b)  Not applicable.

     (c)  Exhibits

          99(a) Notice of Special Dividend dated October 25, 2000

          99(b) Information Statement dated October 25, 2000




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         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.


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<S>                                <C>
                                   JWGENESIS FINANCIAL CORP.


                                   By: /s/ Joel E. Marks
                                       -----------------------------------------
                                       Joel E. Marks
                                       Vice Chairman and Chief Operating Officer
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Dated:  October 26, 2000




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