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: January 7, 2003 (Date of earliest event reported) ------------------------- TRANSACTION SYSTEMS ARCHITECTS, INC. (Exact name of registrant as specified in its charter) Delaware 0-25346 47-0772104 (State or other jurisdiction (Commission (I.R.S.Employer of incorporation) File Number) Identification No.) 224 South 108th Avenue, Omaha, Nebraska 68154 (Address of principal executive offices, including zip code) (402) 334-5101 (Registrant's telephone number, including area code) -------------------------Item 5. Other Events. On January 7, 2003, Transaction Systems Architects, Inc. issued a press release announcing that it has received an extension to January 13, 2003 to file restated financial information for fiscal 2002, 2001 and 2000 with the SEC and Nasdaq, and that it will continue to be listed on the NASDAQ National Market during the extension period. A copy of the press release is attached as an exhibit to this Form 8-K. Item 7. Financial Statements and Exhibits. (c) Exhibits. 99.1 Press Release dated January 7, 2003. 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 hereunto duly authorized. TRANSACTION SYSTEMS ARCHITECTS, INC. Date: January 7, 2003 By: /s/ Dwight G. Hanson ---------------------------------------- Dwight G. Hanson Chief Financial Officer, Treasurer and Senior Vice President
EXHIBIT INDEX Exhibit Number Description 99.1 Press Release dated January 7, 2003
Exhibit 99.1 News Release TRANSACTION SYSTEMS ARCHITECTS INC 224 SOUTH 108 AVENUE OMAHA, NEBRASKA 68154 402.334.5101 FAX 402.390.8077 For more information contact: William J. Hoelting Vice President, Investor Relations 402.390.8990 FOR IMMEDIATE RELEASE TRANSACTION SYSTEMS ARCHITECTS RECEIVES EXTENSION FROM NASDAQ (OMAHA, Neb.--January 7, 2003)--Transaction Systems Architects, Inc. (Nasdaq: TSAIE), a leading global provider of enterprise e-payment and e-commerce solutions, announced that Nasdaq has granted an extension to January 13, 2003 to file with the SEC and Nasdaq restated financial information for fiscal 2000, fiscal 2001 and fiscal 2002. During the extension the Company's securities will continue to be listed on the Nasdaq National Market trading under the symbol "TSAIE". About Transaction Systems Architects, Inc. Transaction Systems Architects' software facilitates electronic payments by providing consumers and companies access to their money. Its products are used to process transactions involving credit cards, debit cards, secure electronic commerce, mobile commerce, smart cards, secure electronic document delivery and payment, checks, high-value money transfers, bulk payment clearing and settlement, and enterprise e-infrastructure. Transaction Systems Architects' solutions are used on more than 1,650 product systems in 71 countries on six continents. Forward-Looking Statements This news release contains forward-looking statements based on current expectations that involve a number of risks and uncertainties. Generally, forward-looking statements include words or phrases such as "management anticipates," "the Company believes," "the Company anticipates," "the Company expects," "the Company plans," "the Company will," and words and phrases of similar impact, and include but are not limited to statements regarding future operations, business strategy and business environment. The forward-looking statements are made pursuant to safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Actual results could differ materially. Factors that could cause actual results to differ include, but are not limited to, the following: o There can be no assurance that the Company will be able to complete the re-audit by January 13, 2003. In the event that the Company does not complete the re-audit by January 13, 2003 it will not be in compliance with the NASDAQ rules, which in turn will most likely cause the Company's stock to be de-listed. For a detailed discussion of these and other risk factors, interested parties should review the Company's filings with the Securities and Exchange Commission.