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 29, 2011
DJSP
ENTERPRISES, INC.
(Exact
Name of Registrant as Specified in Its Charter)
|
|
|
|
|
|
|
British
Virgin Islands
|
|
001-34149
|
|
98-0667099
|
|
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
|
|
|
|
|
950
South Pine Island Road
Plantation,
Florida
|
|
33324
|
|
(Address
of Principal Executive Offices)
|
|
(Zip
Code)
|
(954)
727-8217
(Registrant’s
Telephone Number, Including Area Code)
(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 obligation of the registrant under any of the following
provisions (
see
General Instruction A.2. below):
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
Item
2.01 Completion of Acquisition or Disposition of Assets.
On July 29, 2011, DAL Group, LLC
(“DAL”), a subsidiary of DJSP Enterprises, Inc. (the “Company”), completed the
sale of all of the outstanding shares (the “Shares”) of its subsidiary, Timios,
Inc. (“Timios”) to Timios Acquisition Corp. (“TAC”), a subsidiary of Homeland
Security Capital Corporation (“HSCC”). Timios provides services
including settlement services and asset valuation, including but not limited to
title insurance and escrow services, from its multiple locations strategically
placed for time-zone sensitive fulfillment.
Pursuant to the purchase agreement,
dated May 27, 2011, between HSCC, TAC, Timios, and DAL (the “Purchase
Agreement”), as consideration for the Shares, TAC will pay an aggregate purchase
price equal to the sum of the following: $1.15 million in cash paid at the
closing of the transaction, and up to approximately $1.35 million to be paid as
a fixed percentage of net revenue until the full amount is paid.
A copy of the Purchase Agreement was
filed as Exhibit 10.1 to the Company’s Form 8-K filed on May 31, 2011, and is
incorporated herein by reference. The foregoing description of the
Purchase Agreement and the transactions contemplated thereby does not purport to
be complete and is qualified in its entirety by reference to such
Exhibit.
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.
|
|
DJSP
Enterprises, Inc.
|
|
|
(Registrant)
|
|
|
|
|
Date
July 31, 2011
|
By
|
/s/ Stephen J. Bernstein
|
|
|
|
Stephen
J. Bernstein,
President
and Chief Executive Officer
|