US Dataworks Inc - Current report filing (8-K)
July 29 2008 - 3:32PM
Edgar (US Regulatory)
UNITED STATES
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): July 23, 2008
US DATAWORKS, INC.
(Exact name of registrant as specified in its charter)
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Nevada
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001-15835
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84-1290152
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(State or Other Jurisdiction of
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(Commission File Number)
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(I.R.S. Employer
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Incorporation)
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Identification Number)
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One Sugar Creek Blvd., 5
th
Floor
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Sugar Land, Texas
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77478
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(Address of principal executive offices)
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(Zip Code)
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(281) 504-8000
(Registrants telephone number,
including area code)
N/A
(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 obligations of the registrant under any of the following provisions (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240-13e-4(c))
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TABLE OF CONTENTS
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Item 3.01.
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Notice of Delisting or Failure to Satisfy a Continued Listing
Rule or Standard; Transfer of Listing.
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On July 23, 2008, US Dataworks, Inc. (the Company) received a notice from The American Stock
Exchange (AMEX) notifying it that based on the Companys Form 10-KSB for the year ended March 31,
2008, the Company is not in compliance with certain continued listing standards of the AMEX Company Guide
in that the Companys stockholders equity is less than $4,000,000 and it had losses from continuing
operations and net losses in three of its four most recent fiscal years (Section 1003(a)(ii)) and
because its stockholders equity is less than $6,000,000 and the Company had losses from continuing
operations and net losses in its five most recent fiscal years (Section 1003(a)(iii)). In addition,
AMEX advised the Company that, in accordance with Section 1003(f)(v) of the Company Guide, the
Company must effect a reverse stock split to address its low stock price. Failure to effect a
reverse split within a reasonable amount of time could result in
suspension or delisting of the
Companys common stock.
The
Company intends to submit to AMEX a plan advising
AMEX of action it has taken, or will take, to bring it in compliance with Sections 1003(a)(ii) and
1003(a)(iii) of the Company Guide within a maximum of 18 months from July 23, 2008. If the Company
does not submit a plan by August 22, 2008, or submits a plan that is not accepted, the Company may be subject to
delisting procedures. Additionally, if a plan is accepted but the Company is not in compliance with
any continued listing standards by January 22, 2010, the Company could be subject to delisting
procedures.
A
copy of the press release relating to the notice described above is attached hereto as
Exhibit 99.1.
The foregoing contains forward-looking statements regarding US Dataworks intent to submit a
plan to AMEX, the timing of such submission and the potential
outcomes regarding continued listing on AMEX. Statements regarding future events are based on the
Companys current expectations and are necessarily subject to risks and uncertainty including risks
related to, among other things, the Companys ability to timely submit its plan, whether the plan
will be approved, its ability to continue to comply with other
continued listing standards and its ability to effect a
reverse stock split. Actual results may differ materially from those in the forward-looking
statements. For information regarding other factors that could cause the Companys results to vary
from expectations, please see the Risk Factors section of the Companys filings with the
Securities and Exchange Commission, including its most recent annual report on Form 10-KSB. The
Company undertakes no obligation to revise or update publicly any forward-looking statements.
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Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits
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Exhibit No.
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Description
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99.1
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Press Release dated July 29, 2008.
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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.
Dated: July 29, 2008
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US DATAWORKS, INC.
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By:
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/s/ Charles E. Ramey
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Charles E. Ramey
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Chief Executive Officer
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EXHIBIT INDEX
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Exhibit No.
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Description
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99.1
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Press release date July 29, 2008.
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-4-
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