UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
HyperFeed Technologies, Inc. (formerly known as PC Quote, Inc.)
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(Name of Issuer)
Common Stock
(Title of Class of Securities)
44913S 10 2
(CUSIP Number)
James V. O'Donnell
Exegy Incorporated
3668 S. Geyer Road, Suite 300, St. Louis, MO 63127, (314) 450-5353
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(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
November 7, 2006
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box [ ].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 240.13d-7 for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP No. 44913S 10 2
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
EXEGY, INCORPORATED
86 - 1056004
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See (a) [ ]
Instructions) (b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS (See Instructions)
OO
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5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ]
PURSUANT TO ITEMS 2(d) or 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware corporation
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NUMBER OF 7 SOLE VOTING POWER
SHARES 0*
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH 0
REPORTING
PERSON 9 SOLE DISPOSITIVE POWER
WITH 0*
10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
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12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ]
CERTAIN SHARES (See Instructions)
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
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14 TYPE OF REPORTING PERSON (See Instructions)
CO
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* Exegy Incorporated ("Exegy") was deemed to be the beneficial owner of
18,254,419 shares of Common Stock due to its right to acquire such shares
from PICO Holdings, Inc. ("PICO") pursuant to a Contribution Agreement, dated
August 25, 2006 (the "Contribution Agreement"). On November 7, 2006, the
Contribution Agreement was terminated pursuant to the terms thereof and Exegy
is no longer deemed the beneficial owner of such shares.
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CUSIP No. 44913S 10 2
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
JAMES V. O'DONNELL
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See (a) [ ]
Instructions) (b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS (See Instructions)
OO
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5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ]
PURSUANT TO ITEMS 2(d) or 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States citizen
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NUMBER OF 7 SOLE VOTING POWER
SHARES 0*
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH 0
REPORTING
PERSON 9 SOLE DISPOSITIVE POWER
WITH 0*
10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0*
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12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ]
CERTAIN SHARES (See Instructions)
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
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14 TYPE OF REPORTING PERSON (See Instructions)
IN
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* Mr. O'Donnell is deemed to be a beneficial owner of all of the shares of
Common Stock beneficially held by Exegy due to his position with Exegy as its
Chairman of the Board, President and Chief Executive Officer. Mr. O'Donnell
also is an affiliate of entities which own approximately 50% of the voting
power of Exegy.
EXPLANATORY NOTE
On November 7, 2006, Exegy terminated the Contribution Agreement. As a
result, Exegy no longer has the right to obtain shares of Hyperfeed
Technologies, Inc. (the "Issuer") from PICO and therefore has no beneficial
ownership of shares of Common Stock of the Issuer as of the date hereof. This
Schedule 13D/A is filed pursuant to Rule 13d-2 to reflect such change of
beneficial ownership.
Item 5. Interest in Securities of the Issuer.
(a)-(c) On August 25, 2006, Exegy obtained the right to acquire the
shares of Common Stock from PICO pursuant to the Contribution Agreement
and may have been deemed to be the record and beneficial owner of the
Common Stock. As a result of the right to acquire the shares of Common
Stock from PICO pursuant to the Contribution Agreement, the Reporting
Persons may have been deemed to be the beneficial owners of the Common
Stock. The Contribution Agreement was terminated on November 7, 2006, and
Exegy's right to acquire the shares of Common Stock from PICO terminated
as a result thereof. Accordingly, as of November 7, 2006, Exegy would not
be deemed to be the record or beneficial owner of any shares of Common
Stock.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
November 13, 2006
EXEGY, INCORPORATED
By: /s/ James V. O'Donnell
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Name: James V. O'Donnell
Title: President
/s/ James V. O'Donnell
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JAMES V. O'DONNELL