SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or
15(d) of The Securities Act of 1934
Date of Report (Date of earliest event reported):
August 30, 2000 (August 15, 2000)
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 (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
7315 East Peakview Avenue
Englewood, Colorado 80111
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(Address of principal executive offices)(Zip Code)
Registrant's telephone number, including area code: (303) 796-8940
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(Former name or former address, if changed since last report.)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On August 15, 2000, to be effective June 28, 2000, the Registrant entered
into a rescission agreement with the previous owner of First Bankers Mortgage
Services, Inc. ("FBMS"), Vincent Muratore, in which the Company and Mr. Muratore
agreed to rescind the terms of the August 23, 1999 FBMS Agreement and Plan of
Reorganization. Under the terms of the rescission agreement, all assets and
liabilities of FBMS as of June 28, 2000 were returned to Mr. Muratore. Pursuant
to the terms of the settlements relating to the rescission agreement, the
parties have agreed that the Registrant's wholly-owned subsidiary, nMortgage,
will retain certain technological rights which were developed since August 23,
1999, and which were funded through the Registrant's investments in nMortgage.
In addition, as part of the settlement, the Registrant has agreed to issue up to
50 additional shares of its Series E Convertible Preferred Stock to fund the
resolution of certain claims against FBMS. The technological rights that were
retained have been valued at approximately $2,500,000, which is to be amortized
over a three-year period. As a result of the rescission agreement, the Company
divested itself of the assets, liabilities, and operations of FBMS as of June
28, 2000.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(b) Pro-Forma Financial Information Regarding Recission of FBMS Acquisition
The following pro forma information has been prepared assuming the
recission of FBMS had taken place on January 1, 2000 and January 1, 1999. The
pro forma information includes adjustments to remove the operating results of
FBMS, related amortization of goodwill arising from the acquisition of FBMS, and
the loss on the FBMS rescission, and to include amortization expense related to
the technological rights retained in the rescission transaction. The pro forma
financial information is not necessarily indicative of the results of operations
as they would have been had the transaction been effected on the assumed date.
Six Months
Ended Year Ended
June 30, 2000 December 31, 1999
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Revenues $ 345,000 $ 872,000
Net loss $(2,195,000) $(4,898,000)
Net loss applicable to common shareholders $(2,231,000) $(8,167,000)
Basic and diluted loss per common share $ (.31) $ (1.22)
Shares used in per share calculation 7,140,293 6,718,170
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(c) Exhibits.
10.1 Recission Agreement among Vincent Muratore, Equitex, Inc. and
nMortgage, Inc. (FILED HEREWITH).
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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.
By /s/ Henry Fong
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Date: August 30, 2000 Henry Fong, President
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