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 21, 2005
FIRST MONTAUK FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
COMMISSION FILE NUMBER: 0-6729
NEW JERSEY 22-1737915
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
Parkway 109 Office Center
328 Newman Springs Road
Red Bank, NJ 07701
(Address and zip code of principal executive offices)
(732) 842-4700
(Registrant's telephone number, including area code
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Item 1.02 TERMINATION OF MATERIAL DEFINITIVE AGREEMENTS
On April 21, 2005, First Montauk Financial Corp. (the "Registrant") and its
wholly-owned subsidiary, First Montauk Securities Corp., agreed to the
termination of the Clearing Agreement between First Montauk Securities Corp. and
Fiserv Securities, Inc., dated as of May 8, 2000 and amended as of February 1,
2001. In addition, as of April 21, 2005, the Registrant, First Montauk
Securities Corp. and Fiserv Securities also agreed to the termination of that
certain Financial Agreement, dated as of May 8, 2000 and amended as of February
1, 2001 and that certain Security Agreement, dated as of February 1, 2001. In
connection with the termination of the Financial Agreement, the Registrant's
contingent obligation to repay Fiserv any of the cash advances that were
provided by Fiserv under the Financial Agreement and the early termination
penalty have been canceled. Each of the termination agreements are effective as
of April 21, 2005.
Item 8.01 OTHER EVENTS
On April 21, 2005, the Registrant's wholly-owned subsidiary First Montauk
Securities Corp. entered into a Clearing Agreement with National Financial
Services, LLC ("NFS") to clear its brokerage business. The Clearing Agreement is
effective as of April 21, 2005, subject to the approval of the New York Stock
Exchange, and the Registrant expects that the conversion from its current
clearing firm to NFS will be completed on or about May 20, 2005. The new
clearing agreement has an initial term of eight years and will automatically
renew for successive one year terms, unless either party provides a notice of
termination prior to the expiration of the initial or any renewal term. In the
event of an early termination of the clearing agreement, other than for a change
in control of First Montauk, First Montauk Securities Corp. will pay NFS a
termination fee of between $2,000,000 in the first year of the agreement and
declining to $250,000 in the last year of the agreement, depending on when such
early termination occurs.
Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS
Exhibit Termination of Clearing Agreement dated April 21, 2005
10.1 among First Montauk Financial Corp., First Montauk
Securities Corp. and Fiserv Securities, Inc.
Exhibit Termination of Financial Agreement and Security Agreement
10.2 dated April 21, 2005 among First Montauk Financial Corp.,
First Montauk Securities Corp. and Fiserv Securities,
Inc.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report on Form 8-K to be signed on its behalf by
the undersigned hereunto duly authorized.
FIRST MONTAUK FINANCIAL CORP.
By: /s/ Victor K. Kurylak
-----------------------------------
Name: Victor K. Kurylak
Title: Chief Executive Officer
Date: April 27, 2005
EXHIBIT INDEX
Exhibit Description
Number
10.1 Termination Clearing Agreement dated April 21, 2005 among
First Montauk Financial Corp., First Montauk Securities Corp.
and Fiserv Securities, Inc.
10.2 Termination of Financial Agreement and Security Agreement
dated April 21, 2005 among First Montauk Financial Corp.,
First Montauk Securities Corp. and Fiserv Securities, Inc.