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):
APRIL 2, 1998
EQUITEX, INC.
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(Exact Name of registrant as specified in its charter)
DELAWARE 0-12374 84-0905189
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) identification number)
7315 EAST PEAKVIEW AVENUE
ENGLEWOOD, COLORADO 80111
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(Address of principal executive offices) (Zip Code)
(303) 796-8940
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
In November 1997, the Registrant was advised by the Nasdaq Stock Market
that it planned to delist the Registrant from the Nasdaq National Market because
the Registrant did not meet the Nasdaq National Market maintenance standards at
September 30, 1998. The Registrant appealed Nasdaq's determination and requested
a hearing which was held on February 19, 1998. At that hearing, Nasdaq
determined the Registrant's securities should be transferred to The Nasdaq
SmallCap Market. Effective March 13, 1998, the Registrant's common stock began
trading on The Nasdaq SmallCap Market under the symbol EQTXC. In transferring
the Registrant's common stock, Nasdaq granted the Registrant a waiver of the
initial $4.00 per share bid price requirement and a temporary exception to the
net tangible assets requirement. The exception requires the Registrant, among
other things, to make a public filing with the SEC and Nasdaq on or before April
15, 1998 which includes a February 28, 1998 balance sheet with pro forma
adjustments for any significant transactions or events occurring on or before
the filing date. The February 28, 1998 balance sheet must demonstrate net
tangible assets in excess of $4,000,000 as adjusted. When Nasdaq is in receipt
of the required documents which demonstrate compliance with the terms of the
exception, the "C" will be removed from the Registrant's symbol and the common
stock will continue to trade on The Nasdaq SmallCap Market under the symbol
EQTX. If the Registrant fails to comply with any of the terms of the exception,
its securities will be immediately delisted from the Nasdaq Stock Market.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Businesses Acquired.
Not Applicable
(b) Pro Forma Financial Information.
Included with this report is the Registrant's pro forma unaudited
statement of assets and liabilities as of February 28, 1998 with pro forma
adjustments for significant transactions or events which occurred between
February 28, 1998 and the filing of this report.
(c) Exhibits.
Not Applicable
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EQUITEX, INC.
UNAUDITED PRO FORMA STATEMENT OF ASSETS AND LIABILITIES
The accompanying unaudited pro forma statement of assets and
liabilities as of February 28, 1998 provides pro forma adjustments for
significant transactions which have occurred since February 28, 1998 and the
filing of this report.
The unaudited pro forma statement of assets and liabilities should be
read in conjunction with the historical financial statements of the Registrant.
The unaudited pro forma statement of assets and liabilities does not purport to
be indicative of the financial position of the Registrant had the significant
transactions occurred on February 28, 1998.
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EQUITEX, INC.
UNAUDITED PRO FORMA STATEMENT OF ASSETS AND LIABILITIES
FEBRUARY 28, 1998
<TABLE>
<CAPTION>
Pro Forma Pro Forma
Equitex, Inc. Adjustments Consolidated
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(unaudited)
<S> <C> <C> <C> <C>
ASSETS
Investments, at fair value:
Securities, (cost of $3,917,140 in 1998) $ 4,510,362 (1) $ 186,571 $ 4,696,933
Notes receivable, net of allowance
for uncollectible accounts of $508,380 in 1998 606,403 (2) (150,000) 456,403
Accrued interest receivable, net of
allowance for uncollectible interest of 35 12,488 12,488
Trade receivables, net of allowance of $9,980 221,688 221,688
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5,350,941 36,571 5,387,512
Cash - unrestricted 28,501 (2,3) 41,301 69,802
Restricted cash held in escrow 300,000 300,000
Deferred income taxes 150,789 150,789
Income taxes refundable 2,150 2,150
Furniture and equipment, net of
accumulated depreciation of $117,751 32,105 32,105
Prepaid expenses 17,946 17,946
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$ 5,882,432 $ 77,872 $ 5,960,304
=========== =========== ===========
LIABILITIES
Liabilities
Notes payable to others 100,000 100,000
Accounts payable and other accrued
liabilities 167,613 (4) 46,301 213,914
Accounts payable to brokers 732,074 732,074
Accrued bonus to officer 330,532 (3) (155,000) 175,532
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1,330,219 (108,699) 1,221,520
Net Assets
Preferred stock, par value $.01;
2,000,000 shares authorized;
no shares issued
Common stock, par value $.02;
7,500,000 shares authorized;
3,824,465 issued;
3,791,115 outstanding 76,489 76,489
Additional paid-in capital 4,885,175 4,885,175
Retained earnings
Accumulated deficit prior to becoming a BDC (118,874) (118,874)
Accumulated net investment loss (13,330,880) (13,330,880)
Accumulated net realized gains from sales
and permanent write-downs of investments 12,561,118 12,561,118
Unrealized net gains on investments (net of
deferred income taxes of $0 in 1998) 593,222 (1) 186,571 779,793
Less: treasury stock at cost (33,350 shares) (114,037) (114,037)
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4,552,213 186,571 4,738,784
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$ 5,882,432 $ 77,872 $ 5,960,304
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</TABLE>
See accompanying notes to the unaudited pro forma statements of assets and
liabilities.
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EQUITEX, INC.
NOTES TO THE UNAUDITED PRO FORMA STATEMENT OF ASSETS AND LIABILITIES
FEBRUARY 28, 1998
(1) To record the change in the value of the Registrant's investments at March
31, 1998.
(2) To record the payment of a note receivable from an unaffiliated third party
on March 23, 1998.
(3) To record the payment of accrued bonus to officer on March 31, 1998.
(4) To record accrual of taxes on payment of accrued bonus to officer.
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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.
EQUITEX, INC.
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(Registrant)
Date: April 2, 1998 /S/ THOMAS B. OLSON
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Thomas B. Olson, Secretary
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