UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): January 21, 2002
CYBERCARE, INC.
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(Exact name of registrant as specified in its charter)
FLORIDA 0-20356 65-0158479
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(State or other jurisdiction (Commission File Number) (IRS Employer ID
of incorporation) Number)
2500 QUANTUM LAKES DRIVE, SUITE 1000, BOYNTON BEACH, FLORIDA 33426
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(Address of principal executive offices)
Registrant's telephone number, including area code: 561-742-5000
Item 5. Other Events
In connection with the Marketing, Distribution and License Agreement dated
October 11, 2001 by and among CyberAmericare, Inc., a Delaware corporation
("CAC"), and CyberCare Technologies, Inc. and CyberCare International Limited,
wholly owned subsidiaries of CyberCare, Inc. (the "Registrant"), as amended
December 27, 2001 (collectively, the "Agreement"), the parties have mutually
agreed to terminate the Agreement prior to the due date for payment by CAC of
the geographic exclusivity fee required under the Agreement.
The mutual termination comes as a result of Jack Hight, CAC's chairman and
founder, being appointed as Interim Chairman of the Board of the Registrant, as
described in the Registrant's 8-K filed February 11, 2002.
The Cooperative Development, Services, Licensing and Marketing Agreement
between Health Hero Network, Inc. and the Registrant made as of September 7,
2001, and disclosed in a press release on October 4, 2001, has been terminated
as of January 21, 2002.
The Nasdaq Stock Market, Inc. ("Nasdaq") has notified the Registrant that
on February 20, 2002, the price of the Registrant's common stock had closed for
the previous thirty consecutive trading days below the minimum $1.00 per share
requirement under its Marketplace Rules. Consequently, the Registrant has at
least until May 21, 2002 to regain compliance or appeal any delisting
determination made by Nasdaq's listing qualifications panel. The Registrant may
also apply for a transfer of its common stock listing to the Nasdaq SmallCap
Market, which has an extended grace period in which to satisfy the listing
requirements for the Registrant's securities. If the Registrant submits a
transfer application and pays the applicable SmallCap Market listing fees by May
21, 2002, initiation of the delisting proceedings will be stayed pending
Nasdaq's review of the application. If the application is approved, the
Registrant will have until August 19, 2002 to regain compliance under the Nasdaq
Marketplace Rules. An additional 180 day grace period may be applicable;
provided that the Registrant meets the initial listing criteria for the SmallCap
Market under the Marketplace Rules. The Registrant may be eligible to transfer
back to the Nasdaq National Market if by February 17, 2003 it regains compliance
in accordance with the Nasdaq Marketplace Rules. At this time, the Registrant
believes that it qualifies for initial listing for the SmallCap Market.
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 duly authorized.
Date: March 7, 2002 By: /s/ Steven M. Cohen
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Steven M. Cohen
Chief Financial Officer