1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB [X] Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000 --------------------- [ ] Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number 333-89561 E-XACT TRANSACTIONS, LTD ------------------------------------------------------ (Exact name of registrant as specified in its charter) DELAWARE 98-0212722 (State of Incorporation) (IRS Employer Identification No.) 12687 W. CEDAR DR, SUITE 200 LAKEWOOD, COLORADO 80228 (Address of principal executive offices) (City, state, zip code) Registrant's telephone number, including area code: (303) 716-7090 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No --- --- Transitional Small Business Disclosure format (check one): Yes No X --- --- The number of shares outstanding of the Registrant's $0.001 par value common stock on November 10, 2000 was 8,502,000. 2 E-XACT TRANSACTIONS, LTD FORM 10-QSB TABLE OF CONTENTS PART I. FINANCIAL INFORMATION PAGE ---- Item 1. Financial Statements 3 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9 PART II. OTHER INFORMATION 15 Signature 16 2 3 E-XACT TRANSACTIONS, LTD BALANCE SHEETS (Expressed in U.S. Dollars) ASSETS September 30, December 31, 2000 1999 ------------- ------------ (Unaudited) Current assets: Cash and cash equivalents (Note 2) $ 21,162 $ 304,668 Accounts receivable, net (Note 3) 112,520 81,837 Prepaid expenses and deposits 13,921 4,334 ----------- ----------- Total current assets 147,603 390,839 Non-current assets: Deferred share issue costs -- 177,299 Capital assets (Note 4) 205,907 45,099 ----------- ----------- Total assets $ 353,510 $ 613,237 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Current liabilities: Accounts payable and accrued liabilities (Note 5) $ 388,217 $ 370,758 Income taxes payable 41,756 102,557 ----------- ----------- Total current liabilities 429,973 473,315 ----------- ----------- Stockholders' equity: Common stock (Note 6) 8,502 5,897 Additional paid-in capital 3,237,921 940,863 Accumulated deficit (3,322,886) (806,838) Total stockholders' equity (76,463) 139,922 ----------- ----------- Total liabilities and stockholders' equity $ 353,510 $ 613,237 =========== =========== The accompanying notes are an integral part of these financial statements. 3 4 E-XACT TRANSACTIONS, LTD STATEMENTS OF OPERATIONS (Expressed in U.S. Dollars) (Unaudited) Three Months Ended Nine Months Ended September 30, September 30, ------------------------------- ------------------------------- 2000 1999 2000 1999 ----------- ----------- ----------- ----------- Revenue $ 81,698 $ 11,557 $ 184,719 $ 54,612 Cost of sales 44,868 5,265 87,575 13,058 ----------- ----------- ----------- ----------- GROSS MARGIN 36,830 6,292 97,144 41,554 ----------- ----------- ----------- ----------- EXPENSES: General and administrative 346,921 97,628 912,722 188,834 Operations 53,378 -- 201,321 -- Sales and marketing 200,693 7,161 634,272 8,943 Research and development 227,955 38,768 703,633 76,547 Stock compensation expense 320,000 -- 320,000 -- ----------- ----------- ----------- ----------- Total expenses 1,148,947 143,557 2,771,948 274,324 ----------- ----------- ----------- ----------- OPERATING LOSS $(1,112,117) $ (137,265) $(2,674,804) $ (232,770) ----------- ----------- ----------- ----------- OTHER INCOME (EXPENSE): Interest $ (18,634) $ -- $ (2,213) $ -- Foreign exchange gain 29,242 -- 102,245 -- ----------- ----------- ----------- ----------- Total other income 10,608 -- 100,032 -- ----------- ----------- ----------- ----------- NET LOSS BEFORE INCOME TAXES (1,101,509) (137,265) (2,574,772) (232,770) INCOME BENEFIT (TAXES) -- -- 58,724 -- ----------- ----------- ----------- ----------- NET LOSS $(1,101,509) $ (137,265) $(2,516,048) $ (232,770) =========== =========== =========== =========== Basic and diluted loss per share $ (0.13) $ (0.03) $ (0.32) $ (0.06) =========== =========== =========== =========== Weighted average number of shares used to calculate loss per share 8,472,989 4,200,000 7,756,048 4,200,000 The accompanying notes are an integral part of these financial statements. 4 5 E-XACT TRANSACTIONS, LTD Statement of Stockholders' Equity (Expressed in U.S. Dollars) (Unaudited) Additional Total Common Stock Paid in Accumulated Stockholders' Shares Amount Capital Deficit Equity ----------- ----------- ----------- ----------- ------------- Balance at December 31,1999 5,897,000 $ 5,897 $ 940,863 $ (806,838) $ 139,922 Issuance of stock pursuant to exercise of warrants, January 2000 225,000 225 74,334 74,559 Issuance of stock pursuant to IPO, net of cash offering costs of $491,393, stock issued to the Underwriter of $74,556, and warrants issued for financing services of $75,220 2,325,000 2,325 1,847,779 1,850,104 Exercise of stock options, 25,000 25 24,975 25,000 June 2000 Issuance of stock warrants 320,000 320,000 Exercise of warrants, September 2000 30,000 30 29,970 30,000 Net loss for the nine months ended September 30, 2000 (2,516,048) (2,516,048) ----------- ----------- ----------- ----------- ----------- Balance at September 30, 2000 8,502,000 $ 8,502 $ 3,237,921 $(3,322,886) $ (76,463) =========== =========== =========== =========== =========== The accompanying notes are an integral part of these financial statements. 5 6 E-XACT TRANSACTIONS, LTD STATEMENTS OF CASH FLOWS (Expressed in U.S. Dollars) (Unaudited) Nine Months Ended --------------------------------- September 30, September 30, 2000 1999 ------------- ------------- NET CASH USED FOR OPERATING ACTIVITIES $(2,086,537) $ (261,132) ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of capital assets (200,293) (31,667) ----------- ----------- NET CASH USED FOR INVESTING ACTIVITIES (200,293) (31,667) ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES: Advances from affiliates -- 98,102 Share issue costs -- (6,706) Proceeds on issuance of capital stock, net of offering costs 1,827,779 -- Deferred share issue costs, net of related accounts payable 175,545 -- ----------- ----------- NET CASH PROVIDED BY FINANCING ACTIVITIES 2,003,324 91,396 ----------- ----------- NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (283,506) 201,403 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 304,668 2,940 ----------- ----------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 21,162 $ 204,343 =========== =========== Supplemental disclosure of non-cash investing and financing cash flow disclosures: Warrants issued for financing services $ 75,220 $ -- Shares issued for financing services 74,556 -- The accompanying notes are an integral part of these financial statements. 6 7 E-XACT TRANSACTIONS, LTD NOTES TO FINANCIAL STATEMENTS (Expressed in U.S. Dollars) (Unaudited) 1. BASIS OF PRESENTATION The accompanying unaudited financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("US GAAP") for interim financial information and the instructions to Form 10-QSB and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by US GAAP for annual financial statements. In the opinion of E-XACT TRANSACTIONS, LTD (the "Company"), all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. The balance sheet at December 31, 1999 was derived from the audited financial statements included in the Company's Annual Report on Form 10-KSB for the year ended December 31, 1999 (the "1999 Form 10-KSB"), previously filed with the Securities and Exchange Commission. For further information, refer to the financial statements of, and the related notes, included in the Company's 1999 Form 10-KSB, previously filed with the Securities and Exchange Commission. The results of operations for the three and nine months ended September 30, 2000 presented are not necessarily indicative of the results of operations that may be expected for the year ending December 31, 2000. 2. CASH AND CASH EQUIVALENTS The Company considers all highly liquid financial instruments purchased with a maturity of less than three months to be cash equivalents. The Company has invested cash in excess of current working capital needs in a money market mutual fund, which consists of obligations of U.S. government agencies, having maturities of less than three months. These securities are recorded at cost, which approximates fair market value. 3. ACCOUNTS RECEIVABLE Accounts receivable are recorded net of approximately $6,500 allowance for doubtful accounts at September 30, 2000 (December 31, 1999: approximately $3,400). Subsequent to September 30, 2000 approximately $50,000 was received from customers as payments on account. 4. CAPITAL ASSETS September 30, December 31, 2000 1999 ---------------------------------------- ------------ Accumulated Net Book Net Book Cost Depreciation Value Value -------- ------------ -------- ------------ Leasehold improvements $ 5,012 $ 360 $ 4,652 $ -- Computer software 71,025 51,951 19,074 12,892 Computer equipment 218,350 36,169 182,181 32,207 -------- -------- -------- -------- $294,387 $ 88,480 $205,907 $ 45,099 ======== ======== ======== ======== 7 8 E-XACT TRANSACTIONS, LTD NOTES TO FINANCIAL STATEMENTS (Expressed in U.S. Dollars) (Unaudited) 5. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES The principal components of accounts payable and accrued liabilities were as follows: September 30, December 31, 2000 1999 ------------- ------------ Trade payables $237,354 $205,096 Accrued liabilities 150,863 33,783 Financing costs payable -- 131,879 -------- -------- $388,217 $370,758 ======== ======== 6. COMMON STOCK On March 22, 2000, the Company successfully completed its initial public offering in Canada of 2,250,000 shares of the Company's common stock at an offering price of $1.00 per share on the Canadian Venture Exchange. In connection with the Company's Initial Public Offering (the "IPO"), the Company granted to Canaccord Capital Corporation and Haywood Securities Inc. (the "Agents"), an aggregate of 225,000 share purchase warrants (the "Agents' Warrants") entitling the Agents up to 225,000 shares of the Company's common stock at any time up to the close of business on the first anniversary of the Company's listing on the Canadian Venture Exchange at a price of $1.00 per share. 30,000 of these Agents' Warrants were exercised in September 2000, leaving an aggregate of 195,000 Agents' warrants outstanding. The Company incurred costs of approximately $450,000 in connection with the initial public offering. The Company received net proceeds from the initial public offering of $1,827,779. 7. FUNCTIONAL CURRENCY CHANGE Effective April 2000, the Company changed its functional currency from Canadian dollars to United States dollars. This change was made because the majority of the Company's cash flows are denominated in U.S. dollars. Under US GAAP, this change requires remeasurement of the financial statements. The Company has remeasured their annual and first quarter financial statements accordingly. The gain occurring as a result of this change is included in other income. 8 9 E-XACT TRANSACTIONS, LTD ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FORWARD-LOOKING STATEMENTS The following Management Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the accompanying condensed financial statements and notes included in this report. Statements made in this Form 10-QSB that are not historical or current facts are "forward-looking statements" made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified by the use of terms such as "may," "will," "expect," "believes," "anticipate," "estimate," or "continue," or the negative thereof. The Company intends that such forward-looking statements be subject to the safe harbors for such statements. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to risks, uncertainties and important factors beyond the control of the Company that could cause actual results and events to differ materially from historical results of operations and events from those presently anticipated or projected. These factors include adverse economic conditions, entry of new and stronger competitors, inadequate capital, unexpected costs, failure to gain product approval in the United States or foreign countries and failure to capitalize upon access to new markets. Additional risks and uncertainties that may affect forward-looking statements about the Company's business and prospects include the possibility that a competitor will develop a more comprehensive solution, delays in market awareness of its products, possible delays in execution of sales and marketing strategy, which could have an immediate and material adverse effect. The Company disclaims any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events. OVERVIEW The Company was incorporated under the laws of the Province of British Columbia on August 13, 1998. On July 29, 1999 the Company filed a certificate of domestication and certificate of incorporation with the Secretary of State of the State of Delaware, thereby "domesticating" or transitioning from a Canadian company to one organized under the laws of the State of Delaware. The Company provides real-time financial transaction processing services using web-centric technology. Its electronic commerce (e-commerce) software services allow PC based cash registers, PCs, point-of-sale terminals, computer systems and proprietary product platforms to accept credit card payments and submit those payments to various payment processing companies for pre-authorization, authorization and settlement/deposit. The Company is approved to act as a third party payment processor to conduct transaction processing with major banks in North America. The Company is also launching an on-line application, with real-time credit decisioning, for automatic processing of merchant account applications for retailers. The Company's success will depend largely upon its ability to compete successfully, develop new products and services and market them successfully in a market that is becoming increasingly competitive. 9 10 E-XACT TRANSACTIONS, LTD BUSINESS SUMMARY The Company achieved several accomplishments in the third quarter of 2000, including: o Comparing the Company's third quarter of 1999 with the third quarter of 2000, the Company grew its client base from a total of 12 clients in the third quarter of 1999 to 325 clients in the third quarter of 2000, while also increasing the number of transactions processed from approximately 120,000 in the third quarter of 1999 to approximately 600,000 in the third quarter of 2000. o Executed a service agreement with Dell Computer Corporation to provide real time processing of credit card transactions for customer purchases made through Dell's Canadian call centers and web storefront. The contract calls for the Company's software to be integrated into Dell's order fulfillment and shipping systems to completely automate a process that involves multiple steps when done manually. The integration was completed to specification just subsequent to quarter end. o Simultaneous with execution of the service agreement, agreed to execute a warrant agreement with Dell Ventures, L.P., the wholly-owned venture fund of Dell Computer Corporation, to allow the purchase of up to 5% of the outstanding common stock of the Company given certain stock price performance during the two year term of the above mentioned service agreement. o Completed development of a beta version of a new service, named Speedy Merchant, to provide on-line application and real-time decisioning as well as account provisioning and document fulfillment for merchant accounts. A merchant account is required for a retailer to accept e-commerce payments from customers. o Executed an agreement with Transfirst, LLC (formerly ACS Merchant Services), the 25th largest credit card acquirer in North America, to provide Speedy Merchant services. The service is scheduled to enter production status within Transfirst, LLC in November 2000. With completion of the Company's Version 5.0 transaction processing service, certain non-recurring contracting expenses were terminated. Also, the Company reduced staffing by approximately 20% and took other cost-reduction actions in order to achieve certain operating efficiencies. Both of these events, which occurred in the third quarter, have resulted in a significant reduction in ongoing operating costs going into the fourth quarter. RESULTS OF OPERATIONS INTERIM FINANCIAL RESULTS (All amounts are expressed in U.S. dollars) The Company earns its revenues by charging its customers setup fees, monthly account maintenance fees and transaction fees for usage of its services. Transaction fees are based on the number of transactions processed in a month. 10 11 E-XACT TRANSACTIONS, LTD Results of Operations, continued Interim Financial Results, continued Revenues. During the three and nine month periods ended September 30, 2000, revenues were $81,698 and $184,719, respectively, compared to $11,557 and $54,612, respectively, in the corresponding periods in 1999. The revenues were derived primarily from transaction processing fees and monthly service fees. Approximately 325 clients were using the Company's services at September 30, 2000 compared to 12 clients at September 30, 1999. Revenue from two clients accounted for approximately 45% of total revenue for the three months ended September 30, 2000 compared to 82% for the three months ended September 30, 1999. For the nine months ended September 30, 2000 revenue from two clients accounted for approximately 70% of total revenue compared to 85% for the corresponding period in 1999. As the Company continues to grow, management expects that the relative significance of revenue from these two clients should diminish. Expenses. Total expenses during the three months ended September 30, 2000 were $1,148,947 compared to $143,557 for the three months ended September 30, 1999. For the nine months ended September 30, 2000 total expenses were $2,771,948 compared to $274,324 for the nine months ended September 30, 1999. The increased expenditures were attributed to accelerated development of the Company's transaction processing services and capabilities to serve the North American market, as well as increased sales and marketing efforts for these services. General and Administrative (G&A). During the three months ended September 30, 2000, G&A expenses were $346,921 compared to $97,628 for the comparable period in 1999. G&A expenses for the nine months ended September 30, 2000 were $912,722 compared to $188,834 for the nine months ended September 30, 1999. For the three months ended September 20, 2000, professional fees increased by approximately $80,000; general and administrative salaries and employee benefits increased by approximately $80,000; rent and telephone expenses increased by approximately $50,000; and office expenses increased by approximately $40,000. For the nine months ended September 30, 2000, professional fees increased by approximately $260,000; general and administrative salaries and employee benefits increased by approximately $180,000; rent and telephone expenses increased by approximately $160,000; and office expenses increased by approximately $100,000. The increased level of expenditures is primarily attributed to hiring professional managers and commencing activities in the US as well as fulfilling regulatory responsibilities as a publicly held company. Operations. Operations expenditures increased from $0 for the three months ended September 30, 1999 to $53,378 for the three months ended September 30, 2000. For the nine months ended September 30, 2000 operations expenditures were $201,321 compared to $0 for the corresponding period in 1999. The increase was primarily due to the start-up of customer service and network operations to support the 11 12 E-XACT TRANSACTIONS, LTD Results of Operations, continued Interim Financial Results, continued needs of clients. Sales and Marketing. Sales and Marketing expenditures increased from $7,161 for the three months ended September 30, 1999 to $200,693 for the corresponding period in 2000. For the nine months ended September 30, 2000 sales and marketing expenditures were $634,272 compared to $8,943 in the nine months ended September 30, 1999. During the three months ended September 30, 2000, salaries and employee benefits increased by approximately $120,000; travel expenses increased by approximately $450,000 ; and advertising and promotions increased by approximately $20,000. During the nine months ended September 30, 2000, salaries and employee benefits increased by approximately $260,000; travel expenses increased by approximately $175,000 ; and advertising and promotions increased by approximately $180,000. These additional costs were incurred in order to achieve basic market visibility for the Company's service and to hire sales professionals in the North American marketplace. Research and development. Research and development expenses consist primarily of compensation expenses and consulting fees to support the development of the Company's software, services and technologies. Research and development expenditures were $227,955 for the three months ended September 30, 2000 compared to $38,768 for the comparable period in 1999. For the nine months ended September 30, 2000 research and development expenses were $703,633 compared to $76,547 for the nine months ended September 30, 1999. This increase is attributed to accelerating the completion of the Company's V5.0 transaction processing software for general marketplace use, and for commencement of certain strategic initiatives including the start of technical development with Microsoft as part of the e-commerce alliance executed in March 2000. Stock compensation expense. Stock compensation expense relates to a charge for the issuance of the warrant to Dell Ventures, L.P. The expense was calculated in accordance with SFAS 123 and represents a one-time non-cash charge to earnings. Net loss. The Company incurred a net loss of $1,101,509 and $2,516,048 for the three and nine months ended September 30, 2000, respectively, compared to a net loss of $137,265 and $232,770 in the three and nine months ended September 30, 1999, respectively. The increased loss is primarily a result of increased expenses. In November 2000, management implemented a fifty percent reduction in staffing and relocation of primary operations to Vancouver, BC Canada. This change will result in a further reduction in monthly operating expenses starting in December 2000. However, the Company anticipates continued operating losses for the remainder of 2000 while its services gain market acceptance. LIQUIDITY & CAPITAL RESOURCES (All amounts are expressed in U.S. dollars) Cash flow. The Company's net cash flows used for operating activities during the nine months ended 12 13 E-XACT TRANSACTIONS, LTD Liquidity & Capital Resources, continued September 30, 2000 was $2,086,537 compared to $261,132 for the nine months ended September 30, 1999. This is a result of using working capital to fund increases in accounts receivable and operating losses. Cash used for investing activities totaled $200,293 during the nine months ended September 30, 2000 compared to $31,667 for the nine months ended September 30, 1999. The increase is primarily attributed to the purchase of capital equipment for new personnel and to expand processing capabilities. Cash provided by financing activities was $2,003,324 for the nine months ended September 30, 2000 compared to $91,396 for the nine months ended September 30, 1999. The Company received net proceeds of approximately $1,827,779 on the issuance of capital stock during the first quarter of 2000. The Company received $25,000 on the exercise of options during the second quarter of 2000 and $30,000 on the exercise of common stock warrants during the third quarter of 2000. The Company's negative cash flow from operations resulted primarily from the operating loss of the Company that was due to incurring expenditures necessary to position E-xact to deliver reliable real time transaction processing services through its Version 5.0 software, and to grow its transaction processing business. Management believes this negative cash flow will continue through the end of 2000, although at lower levels, as sales of services increase and expenses decrease. Capital resources. The Company's working capital increased during the three and six months ended September 30, 2000 compared to the same periods in 1999 primarily due to the Company's initial public offering. The Company had anticipated closing a private placement financing prior to the end of the third quarter 2000. Due to market conditions, this financing will not be completed as planned. Instead, the Company secured a short term secured note in October 2000 from some principal investors that will provide operating funds through early November. The Company is attempting to complete additional financings to provide funds for operating activities in 2001. Management believes that the Company will continue to incur losses through the remainder of 2000. In the event that cash flow from operations, together with the proceeds of any future financings, are insufficient to meet these expenses, the Company will be required to re-evaluate its planned expenditures and allocate its total resources in such manner as the board of directors and management deems to be in the best interest of the Company and its stockholders. NEW ACCOUNTING PRONOUNCEMENTS In June 1998, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 133 "Accounting for Derivative Instruments and Hedging Activities" (SFAS No. 133). The standard, which is effective for fiscal years beginning after June 15, 2000, sets forth guidelines and requirements for measuring derivative instruments at fair value as assets and liabilities to be reported in the financial statements and that the changes in the fair value of the instruments shall be recognized in the results of operations. The Company has not completed the process of evaluating the impact that will result from adopting this pronouncement. 13 14 E-XACT TRANSACTIONS, LTD New Accounting Pronouncements, continued In December 1999, the Securities and Exchange Commission issued Staff Accounting Bulletin No. 101, "Revenue Recognition in Financial Statements" (SAB No. 101). SAB No. 101, which is effective in the fourth quarter of 2000, provides guidance on the recognition, presentation, and disclosure of revenue in financial statements of all public companies. Management expects the adoption of SAB 101 will have no effect on the Company's results of operations or financial position. 14 15 E-XACT TRANSACTIONS, LTD PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS Not applicable ITEM 2. CHANGES IN SECURITIES During September 2000 Bolder Investment Partners exercised warrants to purchase 30,000 shares of the Company's common stock @ $1.00 per share. ITEM 3. DEFAULTS UPON SENIOR SECURITIES Not applicable ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS Not applicable ITEM 5. OTHER INFORMATION Not applicable ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits 27 Financial Data Schedule (b) Reports on Form 8-K. During the quarter covered by this report, the Company filed the following reports on Form 8-K. On August 9, 2000, the Company filed a Form 8-K under Item 5 announcing the Company's software was selected by Dell Canada for order processing and the Company granted Dell Ventures a warrant to purchase common shares of the Company's common stock. On September 20, 2000, the Company filed a Form 8-K under Item 5 announcing an agreement with Transfirst, LLC (formerly ACS Merchant Services) for on-line merchant account application processing. 15 16 E-XACT TRANSACTIONS, LTD SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1933 the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. E-XACT TRANSACTIONS, LTD (Registrant) Dated: November 13, 2000 By: /s/ Ted Henderson --------------------------------- Ted Henderson President and CEO By: /s/ Edmund Shung ---------------------------------- Edmund Shung CFO 16 17 EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 27 Financial Data Schedule