Worldwide Xceed Group Inc – ‘8-K’ for 4/26/01

On:  Tuesday, 5/1/01, at 8:17am ET   ·   For:  4/26/01   ·   Accession #:  912057-1-511776   ·   File #:  0-13049

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Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                         5     16K 
 2: EX-99.1     Miscellaneous Exhibit                                  3     12K 

8-K   —   Current Report
Document Table of Contents

8-K
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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): April 26, 2001
                                                  --------------

 Worldwide Xceed Group, Inc.
--------------------------------------------------
(Exact Name of Registrant as Specified in Charter)

 Delaware                       0-13049               13-3006788
------------------                -----------          ---------------  
(State or Other Jurisdiction         (Commission            (IRS Employer       
  of incorporation)                File Number)        Identification No.)

233 Broadway, New York, New York                     10279        
--------------------------------                     -----        
(Address of Principal Executive Offices)               (Zip Code)         

Registrant's telephone number, including area code (212) 553-2000               
                                    --------------

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ITEM 3.  BANKRUPTCY OR RECEIVERSHIP.                                            

On April 30, 2001, the Company filed a voluntary petition for relief under      
Chapter 11 of the Bankruptcy Code with the United States Bankruptcy Court for   
the Northern District of Illinois, Eastern Division. Pursuant to the            
Bankruptcy Code, the Company continues to operate its business and manage its   
assets as a debtor-in-possession. Also on April 30, 2001, the Company issued    
a press release announcing its Chapter 11 petition, attached hereto as          
Exhibit 99.1 and hereby incorporated by reference herein.                       

ITEM 5.  OTHER EVENTS.                                                          

Disposition of Assets.                                                          
---------------------                                                           

On April 26, 2001, the Company completed an arms length sale of all of the      
assets relating to its Colorado Springs, Colorado office to Xtivia Colorado,    
Inc. In exchange for these assets, the Company received a cash purchase price of
$500,000 and the buyer assumed certain liabilities.                             

On April 27, 2001, the Company completed the sale of all of the stock of its    
Netherlands subsidiary, Pulse Interactive B.V., to Kooistra Holding B.V. In     
exchange for this stock, the Company received a cash purchase price of $40,000  
and the buyer assumed certain liabilities.                                      

On April 30, 2001, the Company completed the sale of all of the assets          
relating to its Chandler, Arizona office to Distributed Systems Solutions,      
Inc. In exchange for these assets, the Company received a cash purchase price   
of approximately $1 million and the buyer assumed certain liabilities.          

Also, on April 30, 2001, the Company issued a press release related to these    
transactions. A copy of the press release is filed as Exhibit 99.1, which is    
hereby incorporated by reference herein.                                        

Nasdaq Delisting.                                                               
----------------                                                                

On April 10, 2001, the Company was notified by the Nasdaq staff that the Company
did not demonstrate compliance with the $1.00 minimum bid price requirement for 
continued listing. The Company requested an oral hearing in a letter dated April
12, 2001 to appeal the Nasdaq staff's determination to delist the Company's     
common stock. On April 30, 2001, the Company withdrew its request for a         
hearing. The Company expects that trading in its common stock on The Nasdaq     
National Market will be halted on or about May 1, 2001 and the Company's common 
stock is expected to be delisted from The Nasdaq National Market no later       
than May 2, 2001.                                                               

On April 30, 2001, the Company issued a press release announcing the            
foregoing. A copy of the press release is filed as Exhibit 99.1, which is       
hereby incorporated by reference herein.                                        

SEC Reports.                                                                    
-----------                                                                     

The Company will cease filing Form 10-K and 10-Q reports under the Securities   
and Exchange Act of 1934, as amended. In lieu thereof, financial reports filed  
with the Bankruptcy Court will be filed under Form 8-K.                         

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ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.                                     

(c)      Exhibits                                                               

99.1     Press Release dated April 30, 2001.                  

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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.                                           

           Worldwide Xceed Group, Inc.

Dated:  April 30, 2001          By:     /s/ Douglas C. Laux                     
               -----------------------
               Douglas C. Laux
                       Chief Financial Officer

8-K
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 EXHIBIT INDEX

Exhibit No.                      Exhibit                                        

99.1                             Press Release dated April 30, 2001.            

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-K’ Filing		Date		First		Last			Other Filings
		5/2/01		2
Filed on:		5/1/01		2
		4/30/01		2		5
		4/27/01		2
For Period End:		4/26/01		1		2
		4/12/01		2
		4/10/01		2					8-K
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