8-K 1 ucap8k062603.txt UCAP INCORPORATED 8-K OF 6/26/03 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): June 19, 2003 UCAP INCORPORATED Colorado (State of other jurisdiction of incorporation) 0-27480 84-1325695 (Commission File Number) (IRS Employer Identification No.) incorporation) Suite 700, 14001 E. Iliff Avenue Denver, CO 80014 (Address of principal executive offices) (303) 696-1700 (Registrant's telephone number, including area code) (Former name or former address, if changed since last report) Item 5. Other Events On June 19, 2003, the Court of Appeals for the State of Georgia reversed the summary judgment order in favor of the third party plaintiffs against the Company in GCA Strategic Investment Fund, Ltd. v. Richard Smyth, et. al. v. Lahaina Acquisitions, Inc. n/k/a UCAP Inc. The summary judgment order was originally entered in May 2002 in the Superior Court of Fulton County, Georgia. Additional information on the above-mentioned litigation can be found in the Company's annual report on Form 10-KSB for the year ended September 30, 2002, filed with the Securities and Exchange Commission on January 15, 2003, the Company's amendment to its annual report on Form 10-KSB/A for the year ended September 30, 2002, filed with the Securities and Exchange Commission on January 29, 2003, the Company's current report on Form 8-K, filed with the Securities and Exchange Commission on February 11, 2003, the Company's quarterly report on Form 10-QSB for the quarter ended December 31, 2002, filed with the Securities and Exchange Commission on February 14, 2003, the Company's current report on Form 8-K, filed with the Securities and Exchange Commission on March 13, 2003, and the Company's quarterly report on Form 10-QSB for the quarter ended March 31, 2003, filed with the Commission on May 15, 2003. On June 25, 2003, the Company issued a press release regarding the ruling by the Georgia Court of Appeals. A copy of this release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K. Item 7. Financial Statements and Exhibits. Exhibit 99.1 Press Release on Georgia Court of Appeals ruling. 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 hereto duly authorized. Dated: June 26, 2003 UCAP Incorporated (Registrant) By: /s/ Jim Farmer -------------------------------------- Jim Farmer President and Chief Executive Officer EXHIBIT INDEX Exhibit Description 99.1 Text of Press Release, dated June 25, 2003, issued by UCAP Incorporated. Exhibit 99.1 UCAP Incorporated 14001 E. Iliff Avenue Suite 700 Denver, Colorado 80014 FOR IMMEDIATE RELEASE Georgia Court of Appeals Reverses Summary Judgment Order DENVER, June 25, 2003 - UCAP, Inc. (OTC BB: UCAP), announced today the current status of the litigation pending in the Superior Court of Fulton County Georgia in the matter of GCA Strategic Investment Fund, Ltd. v. Richard Smyth, et. al. v. Lahaina Acquisitions, Inc. n/k/a UCAP Inc. (the "Indemnity Litigation"). On June 19, 2003, the Court of Appeals for the State of Georgia reversed the summary judgment order in favor of the third party plaintiffs against the Company in the Guarantor Litigation originally entered in May 2002. The summary judgment arose out of an indemnification claim against the Company by the third party plaintiffs. For additional information on UCAP, interested investors should contact Keith Miller, Executive Vice President and Chief Financial Officer at kmiller@ucmc.net. Cautionary Statement Regarding Forward-Looking Statements Statements made in this press release, other than those concerning historical information, should be considered forward-looking and subject to various risks and uncertainties. Such forward-looking statements are made based on management's belief as well as assumptions made by, and information currently available to, management pursuant to the `safe harbor' provisions of the Private Securities Litigation Reform Act of 1995. UCAP actual results may differ materially from the results anticipated in these forward-looking statements as a result of a variety of factors, including those identified in UCAP Annual Report on Form 10-K for the fiscal year ended September 30, 2002 and it's Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission. Contact Keith Miller EVP & CFO 303-696-1700 kmiller@ucmc.net