CURRENT REPORT ON FORM 8-K DATED 02/02/2006
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):
January
31, 2006
FastFunds
Financial Corporation
(Exact
name of registrant as specified in charter)
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Nevada
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333-1026D
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87-0425514
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(State
or other jurisdiction of incorporation)
|
(Commission
file number)
|
(IRS
employer identification number)
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11100
Wayzata Boulevard, Suite 111
Minnetonka,
MN 55305
(Address
of principal executive offices, zip code)
Registrant’s
telephone number, including area code: (952)
541-0455
n/a
(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:
[
]
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))
Item
1.01. Entry
into a Material Definitive Agreement.
On
January 31, 2006, at the closing of the transaction described in Item 2.01
below, the disclosures of which are hereby incorporated by reference into this
Item, FastFunds Financial Corporation (the “Company”) entered into a Transition
Services Agreement (the “Transition Services Agreement”), by and among the
Company, Chex Services, Inc. (“Chex”), a wholly owned subsidiary of the Company,
and Game Financial Corporation (“Game Financial”), pursuant to which the Company
and Chex agreed to provide certain services to Game Financial in connection
with
the sale of the cash-access financial services business of Chex. The Company’s
majority shareholder, Equitex, Inc. (“Equitex”), agreed to serve as a guarantor
of the Company’s and Chex’s obligations under the Transition Services
Agreement.
Item
2.01. Completion
of Acquisition or Disposition of Assets.
Pursuant
to an Asset Purchase Agreement dated as of December 22, 2005 (the “Asset
Purchase Agreement”), by and among the Company, Chex and Game Financial, Chex
agreed to sell all of its cash-access contracts and certain related assets
(the
“Assets”) to Game Financial.
On
January 31, 2006, pursuant to the Asset Purchase Agreement, Chex sold the Assets
to Game Financial for $14 million and received net proceeds of $12,580,000
after
certain transaction related expenses. The Company may use the proceeds to
discharge certain of Chex’s outstanding obligations to creditors, to seek new
business opportunities and for general working capital purposes.
Item
9.01 Financial
Statements, Pro
Forma
Financial Information and Exhibits
(c) Exhibits.
10.1 Transition
Services Agreement dated as of January 31, 2006, by and among FastFunds
Financial Corporation, Chex Services, Inc. and Game Financial
Corporation.
99.1 Pro
forma financial
information with respect to the Company’s disposition of assets to Game
Financial Corporation.
SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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FASTFUNDS
FINANCIAL CORPORATION
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Date:
February 6, 2006
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By:
/s/
Ijaz Anwar
Ijaz
Anwar, Chief
Financial Officer
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