8-K 1 w56457e8-k.txt FORM 8-K 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): December 19, 2001 ---------------------------------- CYCH, INC. ------------------- (Exact name of registrant as specified in its charter) Delaware 000-27470 54-1725021 ---------------- --------- ---------- (State of Incorporation) (Commission File Number) (IRS Employer Identification No.)

P.O. Box 3136 Warrenton, Virginia 20188 -------------------------------------- (Address of principal executive offices) (Zip Code) (540) 351-0785 ----------------------- (Registrant's telephone number) ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS. On December 19, 2001, CYCH, Inc., f.k.a. CyberCash, Inc. ("CYCH") filed a motion (the "Motion") in the United States Bankruptcy Court for the District of Delaware (the "Court") requesting approval for a securities purchase agreement whereby CYCH would sell its investment in Commission Junction, Inc. to Crawford Capital Partners, LLC and The Marcellus P. Knoblach Revocable Trust for approximately $2.35 million in cash. In re: CYCH, Inc., f.k.a. CyberCash, Inc., et al, Case No. 01-0622 (MFW) (Bankr. D. Del.) March 2, 2001. Such sale of Commission Junction, Inc. is scheduled to close by January 25, 2002. On December 20, 2001, CYCH issued a press release (the "Press Release") announcing the Motion. On January 7, 2002, the Court issued an order granting the Motion (the "Order"). The Press Release also announced that an initial liquidating dividend, in the amount of $0.25 per share of common stock (the "Dividend"), would be paid to the holders of common stock of CYCH on or about December 24, 2001, or upon surrender of outstanding common stock certificates. On December 26, 2001, the common stock of CYCH ceased trading under the symbol CYCHQ and the right to future liquidating dividends began trading under the symbol CYCHZ. Copies of the Motion, the Order and the Press Release are attached to this report as Exhibits 99.1, 99.2 and 99.3, respectively. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

~~SECURITIES~~Exhibits. ~~AND~~-------- ~~EXCHANGE~~99.1 ~~COMMISSION Washington~~Motion for Order Authorizing Debtor to Sell Certain Stock Interests in Commission Junction, DInc.C, filed with the United States Bankruptcy Court for the District of Delaware on December 19, 2001 99.2 ~~20549~~ Order Authorizing the Sale of Certain Assets, issued January 7, 2002 99.3 Press Release dated December 20, 2001

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 thereunto duly authorized. Date: January 11, 2002 CYCH, Inc. /s/ Thomas LaHaye ------------------------------------- By: Thomas LaHaye Title: Vice President and Chief Financial Officer

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):

November 7, 2001

CYCH, INC. (Exact name of registrant as specified in its charter)

Delaware		000-27470		54-1725021
(State of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

P.O. Box 2759 Reston, Virginia 20195 (Address of principal executive offices) (Zip Code)

(703) 464-3200 (Registrant’s telephone number)

Item 3. Bankruptcy or Receivership.

On November 7, 2001, the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) entered an order (the “Order”) confirming the First Amended Liquidating Plan of Reorganization (the “Plan”) filed by CYCH, Inc., f.k.a. CyberCash, Inc. (“CYCH”) on September 28, 2001. In re: CYCH, Inc., f.k.a. CyberCash, Inc., et al, Case No. 01-00622 (MFW) (Bankr. D. Del.) March 2, 2001.

Under the Plan, CYCH will liquidate its remaining assets and make distributions to its creditors and stockholders. CYCH will pay all allowed claims of its creditors in full plus interest calculated from the filing date. CYCH expects to begin making distributions to creditors holding allowed claims before the end of 2001. CYCH also expects to begin making distributions before the end of the year to stockholders of record on December 3, 2001. The transfer ledger for the CYCH stock will be closed on the record date, and the outstanding common stock will be exchanged for the right to receive liquidating dividends. Under the Plan, a plan administrator will manage the assets and liabilities remaining after the initial distributions. Further distributions to stockholders of record are possible in 2002.

Pursuant to the Order, if there is any direct conflict between the terms of the Plan and the terms of the Order, the terms of the Order shall control.

On November 9, 2001, CYCH issued a press release (the “Press Release”) announcing the Bankruptcy Court’s order confirming the Plan.

As of November 9, 2001, the number of outstanding shares of CYCH common stock is 25,943,797. The total number of outstanding shares of CYCH from common stock equivalents is 11,452,602, consisting of (i) 4,064,352 shares from outstanding stock options and (ii) 7,388,250 shares from outstanding warrants.

Copies of the Plan, the Order and the Press Release are attached to this report as Exhibits 2.1, 99.1 and 99.2, respectively.

Item 7. Financial Statements and Exhibits.

Exhibits
2.1		First Amended Liquidating Plan of Reorganization filed September 28, 2001
99.1		Order of the United States Bankruptcy Court for the District of Delaware confirming the Plan, dated November 7, 2001
99.2		Press Release dated November 9, 2001

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 thereunto duly authorized.

Date:		November 23, 2001		CYCH, Inc.
				/s/ Thomas LaHaye By: Thomas LaHaye Title: Vice President and Chief Financial Officer

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