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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) February 8, 2005
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Accessity Corp.
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(Exact name of registrant as specified in its charter)
New York 0-21467 11-2750412
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3200 University Drive, Suite 201
Coral Springs, FL 33065
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (954) 752-6161
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12514 West Atlantic Boulevard
Coral Springs, FL 33071
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(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):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
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ITEM 3.01 NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR
STANDARD; TRANSFER OF LISTING
The Company received a Nasdaq Staff Determination dated February 7, 2005,
received via facsimile after business hours on February 7, 2005, indicating that
the Company had failed to meet the annual meeting requirement as set forth in
Nasdaq Marketplace Rule 4350(e) and that its securities are, therefore, subject
to delisting from The Nasdaq SmallCap Market. The Company will request a hearing
before the Nasdaq Listing Qualifications Panel to review the Staff Determination
which will stay the delisting process. It is anticipated that the hearing before
Nasdaq will be scheduled after the February 28, 2005 Annual Meeting of
Shareholders and therefore it is anticipated that the basis for the delisting
proceeding will become moot.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(c) List of Exhibits
99.1 Press Release dated February 11, 2005 entitled:
"ACCESSITY OBTAINS SUFFICIENT VOTES TO PASS ALL PROPOSALS
RELATED TO THE SHARE EXCHANGE TRANSACTION IN ANTICIPATION OF
ITS FEBRUARY 28, 2005 ANNUAL MEETING
NASDAQ PROVIDES COMPANY DELISTING NOTICE FOR FAILURE TO
HOLD ITS ANNUAL MEETING ON A TIMELY BASIS AND COMPANY
INTENDS TO APPEAL DETERMINATION AND STAY PROCEEDINGS."
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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 thereunto duly authorized.
Accessity Corp.
By: /s/ Barry Siegel
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Name: Barry Siegel
Title: Chairman of the Board, President
and Chief Executive Officer
Date: February 14, 2005
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INDEX OF EXHIBITS
99.1 Press Release dated February 11, 2005 entitled:
"ACCESSITY OBTAINS SUFFICIENT VOTES TO PASS ALL PROPOSALS RELATED TO THE
SHARE EXCHANGE TRANSACTION IN ANTICIPATION OF ITS FEBRUARY 28, 2005 ANNUAL
MEETING
NASDAQ PROVIDES COMPANY DELISTING NOTICE FOR FAILURE TO HOLD ITS ANNUAL
MEETING ON A TIMELY BASIS AND COMPANY INTENDS TO APPEAL DETERMINATION AND
STAY PROCEEDINGS."
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