RMTD / Remote Dynamics, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Remote Dynamics, Inc.
US ˙ OTCPK

Mga Batayang Estadistika
CIK 944400
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Remote Dynamics, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
February 26, 2010 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File No. 000-26140 Remote Dynamics, Inc. (Exact name of registrant as specified in its c

February 26, 2010 8-K

Other Events, Financial Statements and Exhibits

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): February 26, 2010 (February 26, 2010) Remote Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 0-26140 51-0352879 (State or other jurisdiction of incorpo

February 26, 2010 EX-99.1

Remote Dynamics Files Form 15 with Securities and Exchange Commission

Contact: Gary Hallgren Chief Executive Officer 214-440-5202 contact@remotedynamics.

November 13, 2009 10-Q

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2009. OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 REMOTE DYNAMICS, I

October 13, 2009 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2)) x Definitive Information Statement REMOTE DYNAMICS, INC. (Name of Registrant As Sp

September 30, 2009 PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2)) o Definitive Information Statement REMOTE DYNAMICS, INC. (Name of Registrant As Sp

September 9, 2009 EX-10.1

Statement of purpose

AGREEMENT THIS AGREEMENT is made and entered into this ??? day of September, 2009, by Remote Dynamics, Inc.

September 9, 2009 EX-99.1

Gary Hallgren, CEO

FOR IMMEDIATE RELEASE CONTACT: Gary Hallgren, CEO (214) 440-5202 www.remotedynamics.com Series B Note Holder Agrees to Convert Debt to Common Stock Plano, Texas, September 9th, 2009 – Remote Dynamics, Inc., (OTCBB:RMTD) a leading provider of GPS fleet management solutions, today announced that a holder of its Series B Notes agreed to convert $1,688,032 of principal obligations due under the notes

September 9, 2009 8-K

Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits

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): September 9, 2009 (September 8, 2009) Remote Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 0-26140 51-0352879 (State or other jurisdiction of incorpo

August 14, 2009 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2009. OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 REMOTE DYNAMICS, INC. (

August 4, 2009 CORRESP

Remote Dynamics, Inc. 400 Chisholm Place, Suite 411 Plano, TX 75075

Remote Dynamics, Inc. 400 Chisholm Place, Suite 411 Plano, TX 75075 August 4, 2009 VIA EDGAR AND FEDERAL EXPRESS Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attn: Terry French Accounting Branch Chief Re: Remote Dynamics, Inc. Item 4.01 of Form 8-K Filed on July 22, 2009 File No. 0-26140 Ladies and Gentlemen: The following responses address the comments of the reviewi

July 30, 2009 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): July 30, 200

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): July 30, 2009 (July 15, 2009) Remote Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 0-26140 51-0352879 (State or other jurisdictio

July 30, 2009 EX-16.1

EX-16.1

July 22, 2009 EX-16.1

EX-16.1

July 22, 2009 8-K

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): July 22, 2009 (July 15, 2009) Re

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): July 22, 2009 (July 15, 2009) Remote Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 0-26140 51-0352879 (State or other jurisdiction of incorporation)

May 22, 2009 8-K

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): May 22, 2009 (May 19, 2009)

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): May 22, 2009 (May 19, 2009) Remote Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 0-26140 51-0352879 (State or other jurisdiction of incorporation) (C

May 15, 2009 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2009. OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 REMOTE DYNAMICS, INC.

March 31, 2009 EX-21.1

SUBSIDIARIES OF THE REGISTRANT

EXHIBIT 21.1 SUBSIDIARIES OF THE REGISTRANT 1. HighwayMaster of Canada LLC, a Delaware limited liability company 2. BounceGPS, Inc., a Nevada corporation

March 31, 2009 EX-10.9.1

EX-10.9.1

March 31, 2009 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

10-K 1 v14462710-k.htm ANNUAL REPORT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2008 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period f

March 19, 2009 CORRESP

Remote Dynamics, Inc. 200 Chisholm Place, Suite 120 Plano, TX 75075

Remote Dynamics, Inc. 200 Chisholm Place, Suite 120 Plano, TX 75075 ============================================================== March 18, 2009 VIA EDGAR Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attn: Celeste M. Murphy Legal Branch Chief Re: Remote Dynamics, Inc. Preliminary Information Statement on Schedule 14C Filed March 5, 2009 File No. 0-26140 Ladies and Ge

March 19, 2009 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: o Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2)) x Definitive Information Statement REMOTE DYNAMICS, INC. (Name of Registrant As Sp

March 16, 2009 PRER14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2)) ¨ Definitive Information Statement REMOTE DYNAMICS, INC. (Name of Registrant As Sp

March 16, 2009 CORRESP

Remote Dynamics, Inc. 200 Chisholm Place, Suite 120 Plano, TX 75075

Remote Dynamics, Inc. 200 Chisholm Place, Suite 120 Plano, TX 75075 March 13, 2009 VIA EDGAR AND FEDERAL EXPRESS Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attn: Celeste M. Murphy Legal Branch Chief Re: Remote Dynamics, Inc. Preliminary Information Statement on Schedule 14C Filed March 5, 2009 File No. 0-26140 Ladies and Gentlemen: The following responses address th

March 5, 2009 PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

PRE 14C 1 v141973pre14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2)) o Definitive Information Statement REMOTE DYNAMICS, IN

February 4, 2009 8-K

Current Report

8-K 1 v1387648k.htm 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): February 4, 2009 (October 3, 2008) Remote Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 0-26140 51-0352879 (State or other jurisd

November 14, 2008 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2008. OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 REMOTE DYNAMICS, I

September 19, 2008 EX-10.1

WORKING CAPITAL LINE OF CREDIT PROMISSORY NOTE

WORKING CAPITAL LINE OF CREDIT PROMISSORY NOTE This Working Capital Line of Credit Promissory Note (this “Promissory Note”) is entered into this th day of September 2008, between (“Lender”) and Remote Dynamics, Inc.

September 19, 2008 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): September 18, 2008 (September 12, 2008) Remote Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 0-26140 51-0352879 (State or other jurisdiction of incor

August 25, 2008 8-K

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

8-K 1 v1248208k.htm 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): August 25, 2008 (August 14, 2008) Remote Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 0-26140 51-0352879 (State or other jurisdi

August 14, 2008 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 v12346710q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2008. OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 R

August 6, 2008 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

DEF 14C 1 v120000def14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: o Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2)) x Definitive Information Statement REMOTE DYNAMICS, IN

June 24, 2008 PRER14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

PRER14C 1 v118061pre14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2)) o Definitive Information Statement REMOTE DYNAMICS, IN

June 12, 2008 SC 13D/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4) REMOTE DYNAMICS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securit

SC 13D/A 1 v117179sc13d-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4) REMOTE DYNAMICS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 75962A10 (CUSIP Number) DAVID WALTERS 30950 Rancho Viejo Rd. #120 San Juan Capistrano, CA 92675 (949) 260-0150 (Nam

June 11, 2008 PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2)) o Definitive Information Statement REMOTE DYNAMICS, INC. (Name of Registrant As Sp

May 15, 2008 EX-10.6

EX-10.6

May 15, 2008 10QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2008. OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 REMOTE DYNAMICS, INC

May 15, 2008 EX-10.2

REMOTE DYNAMICS, INC. Series B Subordinated Secured Convertible Promissory Note due May __, 2011

EX-10.2 3 v114544ex10-2.htm THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR RECEIPT BY THE MAKER OF AN OPINION OF COUNSEL IN THE FORM, SUBSTANCE AND SCOPE RE

May 15, 2008 EX-10.1

AMENDMENT NO. 1 TO NOTE AND WARRANT PURCHASE AGREEMENT

EX-10.1 2 v114544ex10-1.htm AMENDMENT NO. 1 TO NOTE AND WARRANT PURCHASE AGREEMENT This Amendment No. 1 to Securities Purchase Agreement, dated as of April , 2008 (“Amendment No. 1”), amends the Note and Warrant Purchase Agreement, dated as of November 30, 2006, by and among Remote Dynamics, Inc., a Delaware corporation, and each of the Purchasers set forth therein (the “Agreement”). Capitalized t

May 15, 2008 EX-10.4

SERIES E-7 WARRANT TO PURCHASE SHARES OF COMMON STOCK REMOTE DYNAMICS, INC. Expires May __, 2014

EX-10.4 5 v114544ex10-4.htm THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVE

May 15, 2008 EX-10.5

SERIES F-4 WARRANT TO PURCHASE SHARES OF COMMON STOCK REMOTE DYNAMICS, INC.

EX-10.5 6 v114544ex10-5.htm THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVE

May 15, 2008 EX-10.3

REMOTE DYNAMICS, INC. Original Issue Discount Series B Subordinated Secured Convertible Promissory Note due May __, 2011

THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR RECEIPT BY THE MAKER OF AN OPINION OF COUNSEL IN THE FORM, SUBSTANCE AND SCOPE REASONABLY SATISFACTORY TO THE MAKER THAT THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HEREOF MAY BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF, UNDER AN EXEMPTION FROM REGISTRATION UNDER THE ACT AND SUCH STATE SECURITIES LAWS.

April 10, 2008 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Final Amendment Under the Securities Exchange Act of 1934 Remote Dynamics Inc. (Name of Issuer) Common Stock, par .01 (Title of Class of Securities) (CUSIP Number) M

Schedule 13G Final Amendment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 24, 2008 EX-21.1

2) SUBSIDIARIES OF THE REGISTRANT

EX-21.1 5 v107696ex21-1.htm EXHIBIT 21.1 2) SUBSIDIARIES OF THE REGISTRANT 1. HighwayMaster of Canada LLC, a Delaware limited liability company 2. BounceGPS, Inc., a Nevada corporation

March 24, 2008 EX-3.1.1

EX-3.1.1

v107696ex3-13 - Converted by SECPublisher 2.1.1.8, created by BCL Technologies Inc., for SEC Filing

March 24, 2008 10KSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2007 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 0-26140 Remote Dynamics

March 10, 2008 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Remote Dynamics Inc. (Name of Issuer) Common Stock, par .01 (Title of Class of Securities) (CUSIP Number) February 29, 2008

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Remote Dynamics Inc. (Name of Issuer) Common Stock, par .01 (Title of Class of Securities) 75962A204 (CUSIP Number) February 29, 2008 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

March 5, 2008 8-K

Entry into a Material Definitive Agreement, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Other Events, Other Events

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): March 5, 2008 (February 23, 2008) Remote Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 0-26140 51-0352879 (State or other jurisdiction of incorporati

November 15, 2007 10QSB/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB/A (Amendment No. 1) (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2007. OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26

November 14, 2007 10QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2007. OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 REMOTE DYNAMICS,

October 16, 2007 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: o Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2)) x Definitive Information Statement REMOTE DYNAMICS, INC. (Name of Registrant As Sp

October 16, 2007 PRER14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2)) o Definitive Information Statement REMOTE DYNAMICS, INC. (Name of Registrant As Sp

September 21, 2007 PRER14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2)) o Definitive Information Statement REMOTE DYNAMICS, INC. (Name of Registrant As Sp

September 21, 2007 CORRESP

Remote Dynamics, Inc. 200 Chisholm Place, Suite 120 Plano, TX 75075

Remote Dynamics, Inc. 200 Chisholm Place, Suite 120 Plano, TX 75075 September 20, 2007 VIA EDGAR AND FEDERAL EXPRESS Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attn: Michelle M. Anderson Legal Branch Chief Re: Remote Dynamics, Inc. Preliminary Revised Information Statement filed August 27, 2007 Form 10-KSB for the year ended December 31, 2006 filed April 7, 2007 Fil

August 27, 2007 CORRESP

Remote Dynamics, Inc. 200 Chisholm Place, Suite 120 Plano, TX 75075

Remote Dynamics, Inc. 200 Chisholm Place, Suite 120 Plano, TX 75075 August 27, 2007 VIA EDGAR AND FEDERAL EXPRESS Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attn: Michelle M. Anderson Legal Branch Chief Re: Remote Dynamics, Inc. Preliminary Revised Information Statement filed June 7, 2007 Form 10-KSB filed April 7, 2007 File No. 0-26140 Ladies and Gentlemen: The fol

August 27, 2007 PRER14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2)) o Definitive Information Statement REMOTE DYNAMICS, INC. (Name of Registrant As Sp

August 13, 2007 10QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2007. OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 REMOTE DYNAMICS,

June 13, 2007 S-8

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933

As filed with the Securities and Exchange Commission on June 13, 2007 Registration No.

June 13, 2007 EX-10.1

REMOTE DYNAMICS, INC. 2006 STOCK PLAN As Adopted August 18, 2006 and Amended and Restated on June 12, 2007

EX-10.1 3 v078094ex10-1.htm EXHIBIT 10.1 REMOTE DYNAMICS, INC. 2006 STOCK PLAN As Adopted August 18, 2006 and Amended and Restated on June 12, 2007 1. PURPOSE. The purpose of this Plan is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of the Company, and its Subsidiaries (if any), by offering them an opp

June 7, 2007 PRER14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: /X/ Preliminary Information Statement / / Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2)) / / Definitive Information Statement REMOTE DYNAMICS, INC. (Name of Registrant

May 15, 2007 EX-10.1

SUPPORT SERVICES AGREEMENT

EX-10.1 2 remote101.htm SUPPORT SERVICES AGREEMENT Exhibit 10.1 SUPPORT SERVICES AGREEMENT Support Services Agreement (this "Agreement") dated as of May 1, 2007 (the "Effective Date") between Monarch Bay Management Company, LLC, a California limited liability company ("MBMC") and Remote Dynamics, Inc., a Delaware corporation (“RDI”). WHEREAS, RDI wishes to engage MBMC to provide the Services (as d

May 15, 2007 EX-10.2

PLACEMENT AGENT AND ADVISORY SERVICES AGREEMENT

EX-10.2 3 remote102.htm PLACEMENT AGENT AND ADVISORY SERVICES AGREEMENT Exhibit 10.2 PLACEMENT AGENT AND ADVISORY SERVICES AGREEMENT This Placement Agent and Advisory Services Agreement (this "Agreement") is made as of May , 2007 (the “Effective Date”), by and between Remote Dynamics, Inc., a Delaware corporation (together with its subsidiaries, the "Company"), and Monarch Bay Associates, LLC, a C

May 15, 2007 10QSB

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2007. OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 REMOTE DYNAMICS,

May 15, 2007 EX-10.3

Addendum No. 1 to Promissory Note

EX-10.3 4 remote103.htm ADDENDUM NO 1 TO PROMISSORY NOTE Exhibit 10.3 Addendum No. 1 to Promissory Note Reference is made to the Promissory Note (the “November Date”), dated as of November 30, 2006, by and between Remote Dynamics, Inc. a Delaware corporation, (the “Company”) and HFS MINORPLANET FUNDING, LLC (the “Borrower”). Capitalized terms used, but not defined, herein have the respective meani

April 25, 2007 8-K/A

Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K /A (Amendment No. 1) 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 25, 2007 (November 30, 2006) Remote Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 0-26140 51-0352879 (State or other juris

April 25, 2007 EX-99.3

REMOTE DYNAMICS, INC AND SUBSIDIARIES Index to Pro Forma Condensed Consolidated Financial Statements

EX-99.3 3 remotex992.htm PRO FORMA FINANCIAL STATEMENTS REMOTE DYNAMICS, INC AND SUBSIDIARIES Index to Pro Forma Condensed Consolidated Financial Statements Un aUnaudited Pro Forma Condensed Consolidated Statements of Operations for the year ended December 31, 2005 F-3 Notes to Unaudited Pro Forma Condensed Consolidated Statements of Operations for the year ended December 31, 2005 F-4 Unaudited Pr

April 25, 2007 EX-99.2

FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2005 and 2004 NINE MONTHS ENDED SEPTEMBER 30, 2006 and 2005 BounceGPS, Inc. PLANO, TEXAS REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2005 and 2004 NINE MONTHS ENDED SEPTEMBER 30, 2006 and 2005 BounceGPS, Inc.

April 23, 2007 SC 13D/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2) REMOTE DYNAMICS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No.

April 17, 2007 EX-15.2

FINANCIAL STATEMENTS OF REMOTE DYNAMICS, INC. AND SUBSIDIARY AS OF AND FOR THE YEAR ENDED AUGUST 31, 2006 AS PREVIOUSLY FILED WITH THE SEC ON JANUARY 16, 2007 REMOTE DYNAMICS, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS (in thousands, except par

EX-15.2 4 remote152.htm REMOTE FINANCIALS AT 08/31/06 Exhibit 15.2: FINANCIAL STATEMENTS OF REMOTE DYNAMICS, INC. AND SUBSIDIARY AS OF AND FOR THE YEAR ENDED AUGUST 31, 2006 AS PREVIOUSLY FILED WITH THE SEC ON JANUARY 16, 2007 REMOTE DYNAMICS, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS (in thousands, except par value amounts) August 31, 2006 2005 ASSETS Current assets: Cash and cash equivalen

April 17, 2007 10KSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2006 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 0-26140 Remote Dynamics

April 17, 2007 EX-10.10

Remote Dynamics, Inc.

EX-10.10 2 remote1010.htm PROMISSORY NOTE Exhibit 10.10 Remote Dynamics, Inc. THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAW AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR REMOTE DYNAMICS, INC SHALL HAVE RECEIVED AN

April 17, 2007 EX-15.1

REMOTE DYNAMICS, INC. AND SUBSIDIARY

Exhibit 15.1: FINANCIAL STATEMENTS OF REMOTE DYNAMICS, INC. AND SUBSIDIARY FOR THE QUARTERLY PERIOD ENDED NOVEMBER 31, 2006 AND 2005 AS PREVIOUSLY FILED WITH THE SEC ON JANUARY 24, 2007 REMOTE DYNAMICS, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS (UNAUDITED) (in thousands, except share amounts) November 30, August 31, 2006 2006 ASSETS Current assets: Cash and cash equivalents $ 107 $ 303 Accou

February 22, 2007 EX-10.2

EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement"), effective on the 12th of February, 2007, is entered into in Richardson, Texas by and between Remote Dynamics, Inc.

February 22, 2007 EX-10.1

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (this "Agreement"), effective on the 16th of February, 2007, is entered into in Richardson, Texas by and between Remote Dynamics, Inc.

February 22, 2007 8-K

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): February 16, 2007 Remote Dynamic

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): February 16, 2007 Remote Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 0-26140 51-0352879 (State or other jurisdiction of incorporation) (Commission

February 22, 2007 EX-99.1

FOR IMMEDIATE RELEASE CONTACT: Gary J. Hallgren Chief Executive Officer (972) 330-4028 www.remotedynamics.com

FOR IMMEDIATE RELEASE CONTACT: Gary J. Hallgren Chief Executive Officer (972) 330-4028 www.remotedynamics.com Remote Dynamics, Inc. Announces New Chief Executive Officer and New Senior Vice President of Operations RICHARDSON, Texas, February 22, 2007 - Remote Dynamics, Inc. (OTCBB: REDI), a leading provider of telematics-based management solutions for commercial fleets, today announced the appoint

February 9, 2007 SC 13G/A

OMB APPROVAL

Amendment No. 1 to Schedule 13/G OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response . . . 11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Remote Dynamics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 75962A105 (CUSIP Numb

January 25, 2007 CORRESP

Remote Dynamics, Inc. 1155 Kas Drive, Suite 100 Richardson, TX 75081

Remote Dynamics, Inc. 1155 Kas Drive, Suite 100 Richardson, TX 75081 January 25, 2007 VIA EDGAR AND FACSIMILE Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attn: Michelle Anderson Re: Remote Dynamics, Inc. Preliminary Information Statement on Schedule 14C (File No. 00-26140) filed December 27, 2006 Ladies and Gentlemen: The following responds to the comments of the rev

January 24, 2007 10QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2006. OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 REMOTE DYNAMICS,

January 16, 2007 EX-10.9

July 1, 2006

EX-10.9 2 v062585ex10-9.htm July 1, 2006 Huron Holdings, Inc. 18301 Von Karman, Suite 250 Irvine, CA 92612 Attn: Robert Wonnacott, Director Dear Mr. Wonnacott: This letter agreement confirms the engagement of Monarch Bay Capital Group, L.L.C. (“MBCG”) by Huron Holdings, Inc. (“Huron”) as consultants to assist in the definition and execution of a corporate development strategy and to provide chief

January 16, 2007 10KSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED AUGUST 31, 2006 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto COMMISSION FILE NUMBER 0-26140 Remote Dynamics, I

January 16, 2007 EX-21.1

SUBSIDIARY OF THE REGISTRANT

EXHIBIT 21.1 SUBSIDIARY OF THE REGISTRANT 1. HighwayMaster of Canada LLC, a Delaware limited liability company

January 12, 2007 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): December 22, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organization) (Commission Fil

January 9, 2007 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Remote Dynamics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 75962A105 (CUSIP Numbe

OMB APPROVAL OMB Number: 3235-0145 Expires: December 31, 2005 Estimated average burden hours per response .

November 30, 2006 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K o Form 11-K o Form 20-F o Form 10-Q For Period Ended: June 30, 2006 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on Form N-SAR For the Transition Period End

November 22, 2006 EX-10.1

EMPLOYMENT AGREEMENT

Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement"), effective on the 23rd day of October, 2006, is entered into in Richardson, Texas by and between Remote Dynamics, Inc., a Delaware corporation, with its principal place of business located at 1155 Kas Drive, Suite 100, Richardson, Texas, 75081 ("Employer"), and Neil Read, an individual residing at 6720 Branch Trail, Fri

November 22, 2006 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 22, 2006 (November 16, 2006) REMOTE DYNAMICS, INC.

October 30, 2006 RW

REMOTE DYNAMICS, INC. 1155 Kas Drive, Suite 100 Richardson, Texas 75081-1999 (888) 288-6060 (972) 301-2263 facsimile October 27, 2006

REMOTE DYNAMICS, INC. 1155 Kas Drive, Suite 100 Richardson, Texas 75081-1999 (888) 288-6060 (972) 301-2263 facsimile October 27, 2006 VIA EDGAR AND FACSIMILE U.S. Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Kathleen Krebs Telephone 202.551.3810 Facsimile 202.772.9205 Re: Remote Dynamics, Inc., a Delaware corporation Registra

September 15, 2006 S-8

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933

As filed with the Securities and Exchange Commission on September 15, 2006 Registration No.

September 15, 2006 EX-10.1

REMOTE DYNAMICS, INC. 2006 STOCK PLAN As Adopted August 18, 2006

EXHIBIT 10.1 REMOTE DYNAMICS, INC. 2006 STOCK PLAN As Adopted August 18, 2006 1. PURPOSE. The purpose of this Plan is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of the Company, and its Subsidiaries (if any), by offering them an opportunity to participate in the Company?s future performance through aw

July 20, 2006 SB-2

As filed with the Securities and Exchange Commission on July 20, 2006

Table of Contents As filed with the Securities and Exchange Commission on July 20, 2006 Registration No.

July 20, 2006 EX-3.1.2

Certificate of Amendment to the Amended and Restated Certificate of Incorporation

exv3w1w2 EXHIBIT 3.1.2 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF REMOTE DYNAMICS, INC. Pursuant to the provisions of §242 of the Delaware General Corporation Law, as amended from time to time (the “DGCL”), REMOTE DYNAMICS, INC., a corporation organized and existing under the laws of the State of Delaware and formerly known as Minorplanet Systems USA, Inc.

July 20, 2006 EX-10.18

Employment Agreement - Erik Bailey

exv10w18 EXHIBIT 10.18 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”), effective on the 22 of May, 2006, is entered into in Richardson, Texas by and between Remote Dynamics, Inc., a Delaware corporation, with its principal place of business located at 1155 Kas Drive, Suite 100, Richardson, Texas, 75081 (“Employer”), and Erik M. Bailey, an individual residing 13831 Peyton Drive,

July 20, 2006 EX-21.1

SUBSIDIARIES OF THE REGISTRANT

exv21w1 Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT 1. HighwayMaster of Canada LLC, a Delaware limited liability company

July 17, 2006 EX-3.1.2

Certificate of Amendment to Amended/Restated Certificate of Incorporation

exv3w1w2 Exhibit 3.1.2 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF REMOTE DYNAMICS, INC. Pursuant to the provisions of §242 of the Delaware General Corporation Law, as amended from time to time (the “DGCL”), REMOTE DYNAMICS, INC., a corporation organized and existing under the laws of the State of Delaware and formerly known as Minorplanet Systems USA, Inc.

July 17, 2006 10QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB

e10qsb Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

July 17, 2006 EX-10.15.2

Restricted Stock Agreement - Neil Read

exv10w15w2 Exhibit 10.15.2 RESTRICTED STOCK AGREEMENT UNDER RESTATED REMOTE DYNAMICS, INC. 2004 MANAGEMENT INCENTIVE PLAN THIS RESTRICTED STOCK AGREEMENT (“Agreement”) is made as of November 7, 2005, between Remote Dynamics, Inc., a Delaware corporation (the “Company”), and Neil Read, an individual residing 6720 Branch Trail, Frisco, Texas, 75035 (“Executive”). RECITALS: The Company has adopted th

July 17, 2006 EX-10.17

Separation Agreement - J. Raymond Bilbao

exv10w17 Exhibit 10.17 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (“Agreement”), effective on May 31, 2006, is entered into in Richardson, Texas by and between Remote Dynamics, Inc., a Delaware corporation, with its principal place of business located at 1155 Kas Drive, Suite 100, Richardson, Texas, 75081 (“Employer”), and J. Raymond Bilbao, an individual residing at 3333 Nutmeg Circle, Frisco

July 13, 2006 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): July 8, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of (Commission File (I.R.S. Employer Incorporation or

July 7, 2006 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 d37720e8vk.htm FORM 8-K Table of Contents 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 30, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of In

June 21, 2006 8-K

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 18, 2006 REMOTE DYNAMICS, INC. (Exact Name

e8vk 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 18, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of (Commission File (I.R.S. Employer Incorporati

June 5, 2006 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): May 31, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of (Commission File (I.R.S. Employer Incorporation or

April 28, 2006 SB-2/A

As filed with the Securities and Exchange Commission on April 28, 2006

sbv2za Table of Contents As filed with the Securities and Exchange Commission on April 28, 2006 Registration No.

April 18, 2006 DEF 14A

SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

DEF 14A 1 d34880ddef14a.htm DEFINITIVE PROXY STATEMENT Table of Contents SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide

April 13, 2006 EX-21.1

SUBSIDIARIES OF THE REGISTRANT

exv21w1 EXHIBIT 21.1 SUBSIDIARIES OF THE REGISTRANT 1. HighwayMaster of Canada LLC, a Delaware limited liability company

April 13, 2006 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2006, OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 R

April 11, 2006 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT 1. HighwayMaster of Canada LLC, a Delaware limited liability company

April 11, 2006 SB-2

As filed with the Securities and Exchange Commission on April 10, 2006

sbv2 Table of Contents As filed with the Securities and Exchange Commission on April 10, 2006 Registration No.

April 6, 2006 PRE 14A

SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

Table of Contents SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 16, 2006 8-K

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): March 10, 2006 REMOTE DYNAMICS, INC. (Exact Nam

e8vk 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): March 10, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organization) (Commission F

March 1, 2006 EX-99.1

FOR IMMEDIATE RELEASE CONTACT: J. Raymond Bilbao President, Chief Operating Officer & Secretary (972) 301-2000 [email protected]

exv99w1 Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: J. Raymond Bilbao President, Chief Operating Officer & Secretary (972) 301-2000 [email protected] Remote Dynamics, Inc. Announces Closing of Senior Secured Convertible Note and Warrant Private Placement RICHARDSON, Texas, Feb. 24, 2006 — Remote Dynamics, Inc. (OTCBB: REDI), a leading provider of telematics-based management solutions for

March 1, 2006 8-K/A

Entry into a Material Definitive Agreement

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 23, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of (Commission File (I.R.S. Employer Incorporat

March 1, 2006 EX-10.1

EX-10.1

EXHIBIT 10.1 EXECUTION COPY FORM OF NOTE AND WARRANT PURCHASE AGREEMENT DATED AS OF FEBRUARY , 2006 BY AND AMONG REMOTE DYNAMICS, INC. AND THE PURCHASERS LISTED ON EXHIBIT A TABLE OF CONTENTS Page - ARTICLE I Purchase and Sale of Notes and Warrants........................ 1 Section 1.1 Purchase and Sale of Notes and Warrants.................. 1 Section 1.2 Purchase Price and Closing...............

February 28, 2006 8-K

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): February 23, 2006 REMOTE DYNAMICS, INC. (Exact

e8vk 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): February 23, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organization) (Commissio

February 28, 2006 EX-10.1

EX-10.1

EXHIBIT 10.1 EXECUTION COPY FORM OF NOTE AND WARRANT PURCHASE AGREEMENT DATED AS OF FEBRUARY , 2006 BY AND AMONG REMOTE DYNAMICS, INC. AND THE PURCHASERS LISTED ON EXHIBIT A TABLE OF CONTENTS Page - ARTICLE I Purchase and Sale of Notes and Warrants........................ 1 Section 1.1 Purchase and Sale of Notes and Warrants.................. 1 Section 1.2 Purchase Price and Closing...............

February 28, 2006 EX-99.1

FOR IMMEDIATE RELEASE CONTACT: J. Raymond Bilbao President, Chief Operating Officer & Secretary (972) 301-2000 [email protected]

exv99w1 Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: J. Raymond Bilbao President, Chief Operating Officer & Secretary (972) 301-2000 [email protected] Remote Dynamics, Inc. Announces Closing of Senior Secured Convertible Note and Warrant Private Placement RICHARDSON, Texas, Feb. 24, 2006 — Remote Dynamics, Inc. (OTCBB: REDI), a leading provider of telematics-based management solutions for

February 16, 2006 8-K

Current Report

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): February 10, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organization) (Commission Fil

February 16, 2006 EX-99.1

February 15, 2006

exv99w1 Exhibit 99.1 February 15, 2006 VIA FACSIMILE 1(203) 967-5701 SDS CAPITAL GROUP SPC, LTD c/o SDS Management, LLC 53 Forest Avenue, Second Floor Old Greenwich, CT 06870 Attention: Steven Derby & Kevin Johnson RE: Securities Purchase Agreement between Remote Dynamics, Inc. (the “Company”) and SDS Capital Group SPC Ltd (“SDS”) dated May 31, 2005 (the “SPA”) and Certificate of Designation, Pref

February 3, 2006 EX-16.1

700 North Pearl, Suite 2000 Dallas, Texas 75201 Telephone: 214-969-7007 Fax: 214-953-0722

EX-16.1 2 d32693exv16w1.htm LETTER FURNISHED TO COMPANY ADDRESS TO THE COMMISSION Exhibit 16.1 700 North Pearl, Suite 2000 Dallas, Texas 75201 Telephone: 214-969-7007 Fax: 214-953-0722 February 1, 2006 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on January 30, 200

February 3, 2006 EX-99.1

700 North Pearl, Suite 2000 Dallas, Texas 75201 Telephone: 214-969-7007 Fax: 214-953-0722

Exhibit 99.1 700 North Pearl, Suite 2000 Dallas, Texas 75201 Telephone: 214-969-7007 Fax: 214-953-0722 January 30, 2006 Mr. Tom Honeycutt, Audit Committee Chair Mr. J. Raymond Bilbao, President Mr. Neil Read, Chief Financial Officer Remote Dynamics, Inc. Richardson, Texas 75081 Dear Messrs. Honeycutt, Bilbao and Read: This is to confirm that the client-auditor relationship between Remote Dynamics,

February 3, 2006 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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): January 30, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organization) (Commission File

January 30, 2006 8-K

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): January 24, 2006 REMOTE DYNAMICS, INC. (Exact N

e8vk Table of Contents 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): January 24, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE (State or Other Jurisdiction of Incorporation or Organization) 0-26140 (Com

January 30, 2006 EX-99.3

CONSULTING AGREEMENT

exv99w3 Exhibit 99.3 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (this “Agreement”) is made and entered into this 24th day of January, 2006, by and between Remote Dynamics, Inc., a Delaware corporation, having a principal place of business at 1155 Kas Drive, Suite 100, Richardson, Texas, 75081 (“REDI”), and Saffron Capital Management LLC, or any of its affiliates, having his its principal place

January 30, 2006 EX-99.1

CONTACT: J. Raymond Bilbao President, Chief Operating Officer & Secretary (972) 301-2000 www.remotedynamics.com

exv99w1 Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: J. Raymond Bilbao President, Chief Operating Officer & Secretary (972) 301-2000 www.remotedynamics.com Remote Dynamics Notified by NASDAQ of Failure to Comply with Marketplace Rule 4310(c)(2)(B) Continued Listing Requirements RICHARDSON, Texas (Jan. 30, 2006) — Remote Dynamics, Inc. (NASDAQ: REDI), a leading provider of telematics-based managemen

January 30, 2006 EX-99.2

/s/ Marilyn Bacot Listing Analyst Nasdaq Listing Qualification

exv99w2 Exhibit 99.2 (NASDAQ Letterhead) By Facsimile and Regular Mail January 24, 2006 Mr. J. Raymond Bilbao President, Chief Operating Officer and Secretary Remote Dynamics, Inc. 1155 Kas Drive, Suite 100 Richardson, Texas 75081 Re: Remote Dynamics, Inc. (the “Company”) Dear Mr. Bilbao: Based on the Form 10-Q for the period ended November 30, 2005, Staff determined that the Company’s stockholder

January 24, 2006 8-K/A

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

8-K/A 1 d32253e8vkza.htm AMENDMENT TO 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 13, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other J

January 23, 2006 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

e10vq Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 23, 2006 EX-21.1

Subsidiaries of the Registrant

exv21w1 EXHIBIT 21.1 SUBSIDIARIES OF THE REGISTRANT 1. HighwayMaster of Canada LLC, a Delaware limited liability company 2. RD Technologies, Inc., a Delaware corporation

January 20, 2006 8-K

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): January 12, 2006 REMOTE DYNAMICS, INC. (Exact N

e8vk 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): January 12, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE (State or Other Jurisdiction of Incorporation or Organization) 0-26140 (Commission File Numbe

January 18, 2006 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: November 30, 2005 o T

nt10vq OMB APPROVAL OMB Number: 3235-0058 Expires: March 31, 2006 Estimated average burden hours per response .

January 13, 2006 EX-99.2

Re: Remote Dynamics, Inc. (the “Company”) Nasdaq Symbol: REDI

Exhibit 99.2 (NASDAQ Letterhead) By Facsimile and Regular Mail January 9, 2006 Mr. J. Raymond Bilbao President, Chief Operating Officer and Secretary Remote Dynamics, Inc. 1155 Kas Drive, Suite 100 Richardson, Texas 75081 Re: Remote Dynamics, Inc. (the ?Company?) Nasdaq Symbol: REDI Dear Mr. Casey: On December 29, 2005, the Company filed a Form 8-K, which disclosed that Gerry Quinn resigned his po

January 13, 2006 8-K

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): January 9, 2006 REMOTE DYNAMICS, INC. (Exact Na

e8vk Table of Contents 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): January 9, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE (State or Other Jurisdiction of Incorporation or Organization) 0-26140 (Comm

January 13, 2006 EX-99.1

FOR IMMEDIATE RELEASE CONTACT: J. Raymond Bilbao President, Chief Operating Officer & Secretary (972) 301-2000 www.remotedynamics.com

exv99w1 Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: J. Raymond Bilbao President, Chief Operating Officer & Secretary (972) 301-2000 www.remotedynamics.com Remote Dynamics Notified by NASDAQ of Failure to Comply with Audit Committee Requirements; Afforded Grace Period to Regain Compliance RICHARDSON, Texas (Jan. 12, 2006) — Remote Dynamics, Inc. (NASDAQ: REDI), a leading provider of telematics-base

January 10, 2006 8-K

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): January 4, 2006 REMOTE DYNAMICS, INC. (Exact Na

e8vk 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): January 4, 2006 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organization) (Commission

January 3, 2006 EX-99.1

EMPLOYMENT AGREEMENT

Exhibit 99.1 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?), effective on the 20th of September 2005, is entered into in Richardson, Texas by and between RD Technologies, Inc., a Delaware corporation, with its principal place of business located at 1155 Kas Drive, Suite 100, Richardson, Texas, 75081 (?Employer?), and Neil Read, an individual residing 6720 Branch Trail, Frisco, T

January 3, 2006 8-K

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): December 27, 2005 REMOTE DYNAMICS, INC. (Exact

e8vk 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): December 27, 2005 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organization) (Commissio

December 29, 2005 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events

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): December 16, 2005 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organization) (Commission Fil

December 20, 2005 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): December 15, 2005 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organization) (Commission Fil

December 14, 2005 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934

e10vk Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 14, 2005 EX-21.1

Subsidiaries of the Registrant

EXHIBIT 21.1 SUBSIDIARIES OF THE REGISTRANT 1. HighwayMaster of Canada LLC, a Delaware limited liability company 2. RD Technologies, Inc., a Delaware corporation

November 30, 2005 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

nt10vk SEC 1344 (2-2002) Previous versions obsolete Persons who potentially are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

November 4, 2005 EX-99.1

- MORE -

EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com Remote Dynamics Notified by Nasdaq of Failure to Comply with $1.00 Minimum Bid Price Requirement; Afforded Grace Period to Regain Compliance RICHARDSON, Texas, Nov. 4, 2005 ? Remote Dynamics, Inc. (NASDAQ: REDI), a leading provider of telematics-based management solutions for

November 4, 2005 8-K

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): November 2, 2005 REMOTE DYNAMICS, INC. (Exact N

e8vk Table of Contents 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): November 2, 2005 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organiz

November 4, 2005 EX-99.2

News Services List

EXHIBIT 99.2 [Nasdaq Letterhead) By Facsimile and First Class Mail November 2, 2005 Mr. W. Michael Smith Executive Vice President, Chief Operating Officer, Chief Financial Officer and Treasurer Remote Dynamics, Inc. 1155 Kas Drive, Suite 100 Richardson, Texas 75081 Re: Remote Dynamics, Inc. (the “Company”) Nasdaq Symbol: REDI Dear Mr. Smith: For the last 30 consecutive business days, the bid price

September 7, 2005 EX-10.4

Secured Promissory Note

exv10w4 EXHIBIT 10.4 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR IN ANY OTHER JURISDICTION. THE SECURITIES REPRESENTED HEREBY MAY NOT BE OFFERED, SOLD OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER APPLICABLE SECURITIES

September 7, 2005 EX-99.1

FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com

exv99w1 Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com Remote Dynamics, Inc. Announces Closing of Series B Preferred Stock Issuance and Exchange of Bridge Note into Common Stock Warrants RICHARDSON, Texas, Sept. 7, 2005 – Remote Dynamics, Inc. (NASDAQ: REDI), a leading provider of telematics-based management solutions for

September 7, 2005 8-K

Financial Statements and Exhibits

Table of Contents 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): September 2, 2005 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction (Commission File (I.R.S. Employ

September 7, 2005 EX-10.5

Security Agreement

Exhibit 10.5 Execution Copy SECURITY AGREEMENT THIS SECURITY AGREEMENT (this “Agreement”) is made as of May 31, 2005, by and among SDS CAPITAL GROUP SPC, LTD. ( “Secured Party”), REMOTE DYNAMICS, INC., a Delaware corporation (together with its successors and permitted assigns, “Borrower”), HIGHWAYMASTER OF CANADA LLC, a Delaware limited liability company (“Highway”), and RD TECHNOLOGIES, INC., a D

September 7, 2005 EX-10.7

Common Stock Purchase Warrant to Purchase 700,000 shares

exv10w7 Exhibit 10.7 VOID AFTER 5:00 P.M., NEW YORK CITY TIME, ON SEPTEMBER 2, 2010 (UNLESS EXTENDED PURSUANT TO SECTION 2 HEREOF) THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER JURISDICTION. THE SECURITIES REPRESENT

September 7, 2005 EX-10.2

Common Stock Purchase Warrant to Purchase 2,000,000 shares

exv10w2 Exhibit 10.2 VOID AFTER 5:00 P.M., NEW YORK CITY TIME, ON SEPTEMBER 2, 2010 UNLESS EXTENDED PURSUANT TO SECTION 2 HEREOF THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER JURISDICTION. THE SECURITIES REPRESENTED

September 7, 2005 EX-10.6

Common Stock Purchase Warrant to Purchase 1,666,667 shares

Exhibit 10.6 VOID AFTER 5:00 P.M., NEW YORK CITY TIME, ON SEPTEMBER 2, 2010 UNLESS EXTENDED PURSUANT TO SECTION 2 HEREOF) THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER JURISDICTION. THE SECURITIES REPRESENTED HEREBY

September 7, 2005 EX-10.1

Securities Purchase Agreement

Exhibit 10.1 EXECUTION VERSION SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 31, 2005, is made by and among Remote Dynamics, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and the purchaser (the “Purchaser”) set forth on the execution page hereof (the “Execution Page”). BACKGROUND A. The Company and the P

September 7, 2005 EX-4.1

Certificate of Designation, Preferences and Rights of Series B Convertible Preferred Stock

exv4w1 Exhibit 4.1 EXECUTION VERSION CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS of SERIES B CONVERTIBLE PREFERRED STOCK of REMOTE DYNAMICS, INC. (Pursuant to Section 151 of the Delaware General Corporation Law) Remote Dynamics, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies that the Board of Directors of the Corporat

September 7, 2005 EX-10.3

Registration Rights Agreement

exv10w3 Exhibit 10.3 EXECUTION VERSION REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 2, 2005, is made by and among Remote Dynamics, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and the undersigned (together with their affiliates, the “Initial Investors”). BACKGROUND A. In connection with that cer

August 1, 2005 DEF 14A

SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

DEF 14A 1 d27070ddef14a.htm DEFINITIVE PROXY STATEMENT Table of Contents SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide

July 20, 2005 PRE 14A

SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

PRE 14A 1 d27070ppre14a.htm PRELIMINARY PROXY STATEMENT Table of Contents SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: þ Preliminary Proxy Statement o Confid

July 14, 2005 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2005, OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 REMOTE

June 30, 2005 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 2 FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 2 FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2004 or o TRANSITION REPORT PURSUANT

June 16, 2005 CORRESP

RE: Remote Dynamics, Inc. Form 10-K for the fiscal year ended August 31, 2004 Filed November 18, 2004 File No. 0-26140

Table of Contents June 16, 2005 Mr. Larry Spirgel Assistant Director United States Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 RE: Remote Dynamics, Inc. Form 10-K for the fiscal year ended August 31, 2004 Filed November 18, 2004 File No. 0-26140 Dear Mr. Spirgel, We have reviewed your comments with respect to the Form 10-K filed by Remote Dynamics, Inc.

June 6, 2005 EX-99.1

EX-99.1

EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com REMOTE DYNAMICS, INC. ANNOUNCES $2.5 MILLION PRIVATE PLACEMENT RICHARDSON, TEXAS, JUNE 3, 2005 - Remote Dynamics, Inc. (NASDAQ: REDI), a leading provider of telematics-based management solutions for commercial fleets, today reported that it signed a stock purchase agreement fo

June 6, 2005 EX-4.1

EX-4.1

EXHIBIT 4.1 EXECUTION VERSION CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES B CONVERTIBLE PREFERRED STOCK OF REMOTE DYNAMICS, INC. (Pursuant to Section 151 of the Delaware General Corporation Law) Remote Dynamics, Inc., a corporation organized and existing under the laws of the State of Delaware (the "CORPORATION"), hereby certifies that the Board of Directors of the Corporation (th

June 6, 2005 EX-10.4

EX-10.4

EXHIBIT 10.4 EXECUTION COPY SECURITY AGREEMENT THIS SECURITY AGREEMENT (this "AGREEMENT") is made as of May 31, 2005, by and among SDS CAPITAL GROUP SPC, LTD. ( "SECURED PARTY"), REMOTE DYNAMICS, INC., a Delaware corporation (together with its successors and permitted assigns, "BORROWER"), HIGHWAY MASTER OF CANADA LLC, a Delaware limited liability company ("HIGHWAY"), and RD TECHNOLOGIES, INC., a

June 6, 2005 EX-10.1

EX-10.1

EXHIBIT 10.1 EXECUTION VERSION SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the "AGREEMENT"), dated as of May 31, 2005, is made by and among Remote Dynamics, Inc., a corporation organized under the laws of the State of Delaware (the "COMPANY"), and the purchaser (the "PURCHASER") set forth on the execution page hereof (the "EXECUTION PAGE"). BACKGROUND A. The Company and the P

June 6, 2005 EX-10.2

EX-10.2

EXHIBIT 10.2 EXECUTION VERSION VOID AFTER 5:00 P.M., NEW YORK CITY TIME, ON , 2010 (UNLESS EXTENDED PURSUANT TO SECTION 2 HEREOF) THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER JURISDICTION. THE SECURITIES REPRESENTE

June 6, 2005 EX-10.5

EX-10.5

EXHIBIT 10.5 FORM OF C-1 WARRANT VOID AFTER 5:00 P.M., NEW YORK CITY TIME, ON , 2010 (UNLESS EXTENDED PURSUANT TO SECTION 2 HEREOF) THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR ANY OTHER JURISDICTION. THE SECURITIES REPRESEN

June 6, 2005 EX-10.3

EX-10.3

EXHIBIT 10.3 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR IN ANY OTHER JURISDICTION. THE SECURITIES REPRESENTED HEREBY MAY NOT BE OFFERED, SOLD OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER APPLICABLE SECURITIES LAWS UN

June 6, 2005 8-K

Financial Statements and Exhibits

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): May 31, 2005 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of (Commission File (I.R.S. Employer Incorporation or

May 18, 2005 CORRESP

May 18, 2005

May 18, 2005 Mr. Larry Spirgel Assistant Director United States Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 RE: Remote Dynamics, Inc. Form 10-K for the fiscal year ended August 31, 2004 Filed November 18, 2004 File No. 0-26140 Dear Mr. Spirgel, We have reviewed your comments with respect to the Form 10-K filed by Remote Dynamics, Inc. for the fiscal year

April 29, 2005 8-K

Financial Statements and Exhibits, Other Events

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 27, 2005 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of (Commission File (I.R.S. Employer Incorporation o

April 29, 2005 EX-99.2

Re: Remote Dynamics, Inc. (the “Company”) Nasdaq Symbol: REDI

EXHIBIT 99.2 [Nasdaq Letterhead] By Facsimile and First Class Mail April 27, 2005 Mr. J. Raymond Bilbao Senior Vice President, General Counsel & Secretary Remote Dynamics, Inc. 1155 Kas Drive, Suite 100 Richardson, Texas 75081 Re: Remote Dynamics, Inc. (the “Company”) Nasdaq Symbol: REDI Dear Mr. Bilbao: On February 15, 2005, Staff notified the Company that its common stock failed to maintain a mi

April 29, 2005 EX-99.1

FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com

exv99w1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com Remote Dynamics Regains Compliance with Nasdaq Market Place Rule 4310(c)(4); Listing Now in Good Standing RICHARDSON, Texas, April 27, 2005 – Remote Dynamics, Inc. (NASDAQ: REDI), a leading provider of telematics-based management solutions for commercial fleets, today

April 20, 2005 EX-99.1

Original Signature of Responsible Party: /s/ Neil Read Printed Name of Responsible Party: Neil Read Title CHIEF ACCOUNTING OFFICER PREPARER: Original Signature of Preparer: /s/ Neil Read Printed Name of Preparer: NEIL READ Title CHIEF ACCOUNTING OFFI

EX-99.1 2 d24452exv99w1.htm QUARTERLY OPERATING REPORT AND QUARTERLY BANK RECONCILEMENT EXHIBIT 99.1 CASE NAME: REMOTE DYNAMICS, INC. CASE NUMBER: 04-31200 HDH-11 UNITED STATES BANKRUPTCY COURT NORTHERN AND EASTERN DISTRICTS OF TEXAS DALLAS DIVISION QUARTER ENDING: MARCH 31, 2005 FOR POST CONFIRMATION REPORTING QUARTERLY OPERATING REPORT AND QUARTERLY BANK RECONCILEMENT I DECLARE UNDER PENALTY OF

April 20, 2005 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 20, 2005 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organization) (Commission File N

April 14, 2005 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2005, OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 R

April 14, 2005 EX-11.0

Statement Regarding Computation of Per Share Earnings

exv11w0 Exhibit 11.0 REMOTE DYNAMICS, INC. AND SUBSIDIARIES STATEMENT REGARDING COMPUTATION OF PER SHARE EARNINGS (in thousands, except per share) Reorganized Predecessor Reorganized Predecessor Company Company Company Company Three Months Three Months Six Months Six Months Ended February 28, Ended February 29, Ended February 28, Ended February 29, 2005 2004 2005 2004 Net loss applicable to common

March 16, 2005 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2) REMOTE DYNAMICS, INC. (Formerly Minorplanet Systems USA, Inc.) (Name of Issuer) Common Stock, par value

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2) REMOTE DYNAMICS, INC. (Formerly Minorplanet Systems USA, Inc.) (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 75962A105 (CUSIP Number) March 8, 2005 (Date of Event Which Requires Filing of this Statement) Check t

March 8, 2005 8-K

Current Report

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): March 3, 2005 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE (State or Other Jurisdiction of Incorporation or Organization) 0-26140 (Commission File Number) 51-03

March 8, 2005 EX-99.1

FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com

exv99w1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com Remote Dynamics Changes Fiscal Year End to Dec. 31 RICHARDSON, Texas, Mar. 8, 2005 – Remote Dynamics, Inc. (NASDAQ: REDI), a leading provider of telematics-based management solutions for commercial fleets, today announced that its board of directors passed a resolution

February 16, 2005 EX-99.1

- MORE -

exv99w1 Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com Remote Dynamics Notified by Nasdaq of Failure to Comply with $1.00 Minimum Bid Price Requirement; Afforded Grace Period to Regain Compliance RICHARDSON, Texas, Feb. 16, 2005 — Remote Dynamics, Inc. (NASDAQ: REDI), a leading provider of telematics-based management solut

February 16, 2005 EX-99.2

Re: Remote Dynamics, Inc. (the “Company”) Nasdaq Symbol: REDI

exv99w2 Exhibit 99.2 [Nasdaq Letterhead) By Facsimile and First Class Mail February 15, 2005 Mr. J. Raymond Bilbao Senior Vice President, General Counsel and Secretary Remote Dynamics, Inc. 1155 Kas Drive, Suite 100 Richardson, Texas 75081 Re: Remote Dynamics, Inc. (the “Company”) Nasdaq Symbol: REDI Dear Mr. Bilbao: For the last 30 consecutive business days, the bid price of the Company’s common

February 16, 2005 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. __________)* Remote Dynamics, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class

OMB APPROVAL OMB Number: 3235-0145 Expires: December 31, 2005 Estimated average burden hours per response 11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 16, 2005 8-K

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): February 15, 2005 REMOTE DYNAMICS, INC. (Exact

e8vk Table of Contents 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): February 15, 2005 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organi

February 14, 2005 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1) REMOTE DYNAMICS, INC. (Formerly Minorplanet Systems USA, Inc.) (Name of Issuer) Common Stock, par value

SC 13G/A 1 dsc13ga.htm SCHEDULE 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1) REMOTE DYNAMICS, INC. (Formerly Minorplanet Systems USA, Inc.) (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 75962A105 (CUSIP Number) February 14, 2005 (Date of Event Which

January 20, 2005 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

Table of Contents 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): January 20, 2005 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction (Commission File (I.R.S. Employe

January 20, 2005 EX-99.1

RESPONSIBLE PARTY: Original Signature of Responsible Party: /s/ Robert Gray Printed Name of Responsible Party: ROBERT GRAY Title CHIEF ACCOUNTING OFFICER PREPARER: Original Signature of Preparer: /s/ Neil Read Printed Name of Preparer: NEIL READ Titl

exv99w1 Exhibit 99.1 CASE NAME: REMOTE DYNAMICS, INC. CASE NUMBER: 04-31200 HDH-11 UNITED STATES BANKRUPTCY COURT NORTHERN AND EASTERN DISTRICTS OF TEXAS DALLAS DIVISION QUARTER ENDING: DECEMBER 31, 2004 FOR POST CONFIRMATION REPORTING QUARTERLY OPERATING REPORT AND QUARTERLY BANK RECONCILEMENT I DECLARE UNDER PENALTY OF PERJURY THAT I HAVE EXAMINED THE ATTACHED POST CONFIRMATION QUARTERLY OPERATI

January 12, 2005 EX-11.0

Statement Regarding Computation of Per Share Earnings

exv11w0 Exhibit 11.0 REMOTE DYNAMICS, INC. AND SUBSIDIARIES STATEMENT REGARDING COMPUTATION OF PER SHARE EARNINGS (in thousands, except per share) Reorganized Predecessor Company Company Three Months Three Months Ended November 30, Ended November 30, 2004 2003 Net loss applicable to common stockholders: $ (1,198 ) $ (3,280 ) Weighted average number of shares outstanding: Weighted average number of

January 12, 2005 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2004, OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 R

December 30, 2004 EX-99.1

FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com

exv99w1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com Remote Dynamics Regains Compliance with Nasdaq Market Place Rule 4310(c)(4); Listing Now in Good Standing RICHARDSON, Texas, Dec. 30, 2004 – Remote Dynamics, Inc. (NASDAQ: REDI), a leading provider of telematics-based management solutions for commercial fleets, today a

December 30, 2004 EX-99.2

Re: Remote Dynamics, Inc. (the “Company”) Nasdaq Symbol: REDI

exv99w2 EXHIBIT 99.2 [Nasdaq Letterhead] By Facsimile and First Class Mail December 29, 2004 Mr. J. Raymond Bilbao Senior Vice President, General Counsel & Secretary Remote Dynamics, Inc. 1155 Kas Drive, Suite 100 Richardson, Texas 75081 Re: Remote Dynamics, Inc. (the “Company”) Nasdaq Symbol: REDI Dear Mr. Bilbao: On October 1, 2004, Staff notified the Company that its common stock failed to main

December 30, 2004 8-K

Financial Statements and Exhibits, Other Events

8-K 1 d21265e8vk.htm FORM 8-K Table of Contents 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): December 29, 2004 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction o

December 23, 2004 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 1 FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 1 FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2004 or [ ] TRANSITION REPORT PURSU

December 21, 2004 8-K

Other Events

Table of Contents 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): December 15, 2004 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of (Commission File (I.R.S. Emp

December 1, 2004 DEF 14A

SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEF 14A 1 d20616ddef14a.htm DEFINITIVE PROXY STATEMENT Table of Contents SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, For Use o

November 24, 2004 S-3

As filed with the Securities and Exchange Commission on November 24, 2004

Table of Contents As filed with the Securities and Exchange Commission on November 24, 2004 Registration Statement No.

November 19, 2004 PRE 14A

SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

PRE 14A 1 d20445ppre14a.htm PRELIMINARY PROXY STATEMENT Table of Contents SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: þ Preliminary Proxy Statement o Confidential, For Use

November 19, 2004 8-K

Other Events

8-K 1 d20438e8vk.htm FORM 8-K 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): November 15, 2004 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of (Commission File

November 18, 2004 EX-10.26

Employment Agreement - David Bagley

EXHIBIT 10.26 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement"), EFFECTIVE AS OF SEPTEMBER 17, 2004, is entered into in Richardson, Texas by and between REMOTE DYNAMICS, INC., a Delaware corporation formerly known as Minorplanet Systems USA, Inc. with its principal place of business located at 1155 Kas Drive, Suite 100, Richardson, Texas, 75081 ("Employer"), and DAVID BAGLEY, an in

November 18, 2004 EX-11.0

Statement Re: Computation of Per Share Earnings

Exhibit 11 REMOTE DYNAMICS, INC. AND SUBSIDIARIES STATEMENT REGARDING COMPUTATION OF PER SHARE EARNINGS (in thousands, except per share) Reorganized Company Predecessor Company - - Two Months Ten Months Year ended Eight months Year Ended Ended August 31, Ended June 30, August 31, ended August 31, December 31, 2004 2004 2003 2002 2001 - - - - - Net (loss) income applicable to common stockholders: N

November 18, 2004 EX-10.22

Restricted Stock Agreement - Dennis R. Casey

EXHIBIT 10.22 Exhibit G RESTRICTED STOCK AGREEMENT UNDER REMOTE DYNAMICS, INC. 2004 MANAGEMENT INCENTIVE PLAN THIS RESTRICTED STOCK AGREEMENT ("Agreement") is made as of July 2, 2004, between Remote Dynamics, Inc., a Delaware corporation (the "Company"), and DENNIS R. CASEY, an individual residing 912 Peakcock Station, McLean, VA 22102 ("Executive"). RECITALS: The Company has adopted the Remote Dy

November 18, 2004 EX-10.20

Employment Agreement - J. Raymond Bilbao

EXHIBIT 10.20 Exhibit F EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement"), effective as of July 2, 2004, is entered into in Richardson, Texas by and between Remote Dynamics, Inc., a Delaware corporation formerly known as Minorplanet Systems USA, Inc. with its principal place of business located at 1155 Kas Drive, Suite 100, Richardson, Texas, 75081 ("Employer"), and J. Raymond Bilb

November 18, 2004 EX-10.25

Restricted Stock Agreement - Joseph W. Pollard

EXHIBIT 10.25 RESTRICTED STOCK AGREEMENT UNDER REMOTE DYNAMICS, INC. 2004 MANAGEMENT INCENTIVE PLAN THIS RESTRICTED STOCK AGREEMENT ("Agreement") is made as of July 26, 2004, between Remote Dynamics, Inc., a Delaware corporation (the "Company"), and JOSEPH W. POLLARD, an individual residing 2913 WATERSIDE DRIVE, PLANO, TEXAS 75093 ("Executive"). RECITALS: The Company has adopted the Remote Dynamic

November 18, 2004 EX-10.24

Restricted Stock Agreement - J. Raymond Bilbao

EXHIBIT 10.24 Exhibit I RESTRICTED STOCK AGREEMENT UNDER REMOTE DYNAMICS, INC. 2004 MANAGEMENT INCENTIVE PLAN THIS RESTRICTED STOCK AGREEMENT ("Agreement") is made as of July 2, 2004, between Remote Dynamics, Inc., a Delaware corporation (the "Company"), and J. RAYMOND BILBAO, an individual residing 3333 Nutmeg Circle, Frisco, Texas, 75034 ("Executive") RECITALS: The Company has adopted the Remote

November 18, 2004 EX-10.23

Restricted Stock Agreement - W. Michael Smith

EXHIBIT 10.23 Exhibit H RESTRICTED STOCK AGREEMENT UNDER REMOTE DYNAMICS, INC. 2004 MANAGEMENT INCENTIVE PLAN THIS RESTRICTED STOCK AGREEMENT ("Agreement") is made as of July 2, 2004, between Remote Dynamics, Inc., a Delaware corporation (the "Company"), and W. MICHAEL SMITH, an individual residing 3236 Langley Drive, Plano, Texas 75025 ("Executive"). RECITALS: The Company has adopted the Remote D

November 18, 2004 EX-10.28

2004 Restated Management Incentive Plan

EXHIBIT 10.28 REMOTE DYNAMICS, INC. RESTATED 2004 MANAGEMENT INCENTIVE PLAN 1. ESTABLISHMENT, PURPOSE AND TERM OF PLAN. 1.1 ESTABLISHMENT. The Remote Dynamics, Inc. 2004 Management Incentive Plan (the "Prior Plan") was originally established effective July 8, 2004. 1.2 RESTATEMENT OF PLAN. The Prior Plan is hereby amended and restated, effective August 1, 2004, as the Remote Dynamics, Inc. Restate

November 18, 2004 EX-10.21

Employment Agreement - Joseph W. Pollard

EXHIBIT 10.21 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement"), EFFECTIVE AS OF JULY 26, 2004, is entered into in Richardson, Texas by and between REMOTE DYNAMICS, INC., a Delaware corporation formerly known as Minorplanet Systems USA, Inc. with its principal place of business located at 1155 Kas Drive, Suite 100, Richardson, Texas, 75081 ("Employer"), and JOSEPH W. POLLARD, an in

November 18, 2004 EX-3.2

Third Amended and Restated By-Laws

EXHIBIT 3.2 THIRD AMENDED AND RESTATED BYLAWS OF REMOTE DYNAMICS, INC. (formerly known as Minorplanet Systems USA, Inc.) a Delaware corporation (the "Company") (Effective as of July 2, 2004) TABLE OF CONTENTS ARTICLE I OFFICES.................................................................................... 1 Section 1.1 Registered Office..........................................................

November 18, 2004 EX-10.19

Employment Agreement - W. Michael Smith

EXHIBIT 10.19 Exhibit E EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement"), effective as of July 2, 2004, is entered into in Richardson, Texas by and between Remote Dynamics, Inc., a Delaware corporation formerly known as Minorplanet Systems USA, Inc. with its principal place of business located at 1155 Kas Drive, Suite 100, Richardson, Texas, 75081 ("Employer"), and W. Michael Smit

November 18, 2004 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTIONS 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 (Mark One) [X ] ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2004 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13

November 18, 2004 EX-21.1

EX-21.1

EXHIBIT 21.1 SUBSIDIARIES OF THE REGISTRANT 1. HighwayMaster of Canada LLC, a Delaware limited liability company 2. RD Technologies, Inc., a Delaware corporation

November 18, 2004 EX-10.18

Employment Agreement - Dennis R. Casey

EXHIBIT 10.18 Exhibit D EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement"), effective as of July 2, 2004, is entered into in Richardson, Texas by and between Remote Dynamics, Inc., a Delaware corporation formerly known as Minorplanet Systems USA, Inc. with its principal place of business located at 1155 Kas Drive, Suite 100, Richardson, Texas, 75081 ("Employer"), and Dennis R. Casey

November 18, 2004 EX-10.27

Restricted Stock Agreement - David Bagley

EXHIBIT 10.27 RESTRICTED STOCK AGREEMENT UNDER RESTATED REMOTE DYNAMICS, INC. 2004 MANAGEMENT INCENTIVE PLAN THIS RESTRICTED STOCK AGREEMENT ("Agreement") is made as of SEPTEMBER 17, 2004, between Remote Dynamics, Inc., a Delaware corporation (the "Company"), and DAVID BAGLEY, an individual residing 981 MAUVE DRIVE, LEWISVILLE, TEXAS 75067 ("Executive"). RECITALS: The Company has adopted the Remot

November 18, 2004 EX-10.17

Third Amendment to Lease Agreement

EXHIBIT 10.17 THIRD AMENDMENT TO LEASE AGREEMENT This Third Amendment to Lease Agreement (the "Third Amendment") is made and entered into the 1st day of July, 2004, by and between Cardinal Collins Tech Center, Inc., a Texas corporation (the "Landlord") and Remote Dynamics, Inc. formerly known as Minorplanet Systems USA, Inc. a Delaware corporation, formerly known as @Track Communications, Inc., fo

October 19, 2004 8-K

Financial Statements and Exhibits, Regulation FD Disclosure

Table of Contents 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): October 19, 2004 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organization

October 19, 2004 EX-99.1

Account #1 Account #2 Account #3 Account #4 Account #5 A. BANK: PNC Bank JP Morgan Chase Bank JP Morgan Chase Bank JP Morgan Chase Bank JP Morgan Chase Bank B. ACCOUNT NUMBER: 57-9009-3434 088-06397723 360-06310445 063-00066845 063-00066852 C. PURPOS

Exhibit 99.1 CASE NAME: MINORPLANET SYSTEMS USA, INC. * CASE NUMBER: 04-31200 HDH-11 UNITED STATES BANKRUPTCY COURT NORTHERN AND EASTERN DISTRICTS OF TEXAS DALLAS DIVISION QUARTER ENDING: SEPTEMBER 30, 2004 FOR POST CONFIRMATION REPORTING QUARTERLY OPERATING REPORT AND QUARTERLY BANK RECONCILEMENT I DECLARE UNDER PENALTY OF PERJURY THAT I HAVE EXAMINED THE ATTACHED POST CONFIRMATION QUARTERLY OPER

October 13, 2004 EX-99.1

FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com

exv99w1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com Remote Dynamics, Inc. Extends Service Agreement With SBC Through Dec. 31, 2005 RICHARDSON, Texas, Oct. 13, 2004 – Remote Dynamics, Inc. (NASDAQ: REDI), a leading provider of telematics-based management solutions for commercial fleets, today announced that SBC has signe

October 13, 2004 8-K

Current Report

Table of Contents 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): October 8, 2004 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of (Commission File (I.R.S. Emplo

October 4, 2004 EX-99.1

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exv99w1 Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com Remote Dynamics, Inc. Announces Closing of $5 Million Private Placement RICHARDSON, Texas, Oct. 4, 2004 – Remote Dynamics, Inc. (NASDAQ: REDI), a leading provider of telematics-based management solutions for commercial fleets, today reported that it closed the sale of

October 4, 2004 EX-99.2

Nasdaq Letterhead

exv99w2 Exhibit 99.2 Nasdaq Letterhead By Facsimile and First Class Mail October 1, 2004 J. Raymond Bilbao Senior Vice President, General Counsel & Secretary Remote Dynamics, Inc. 1155 Kas Drive, Suite 100 Rjchardson, Texas 75081 Re: Remote Dynamics, Inc. (the “Company”) Nasdaq Symbol: REDI Dear Mr. Bilbao: For the last 30 consecutive business days, the bid price of the Company’s common stock has

October 4, 2004 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

8-K 1 d18845e8vk.htm FORM 8-K Table of Contents 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): October 1, 2004 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of

October 4, 2004 EX-99.1

- MORE -

EXHIBIT 99.1 Press Release FOR IMMEDIATE RELEASE Source: CONTACT: Minorplanet Systems USA, Inc. W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com Remote Dynamics Notified by Nasdaq of Failure to Comply with $1.00 Minimum Bid Price Requirement; Afforded Grace Period to Regain Compliance RICHARDSON, Texas, Oct. 4, 2004 – Remote Dynamics, Inc. (NASDAQ: REDI), a leading pr

August 12, 2004 EX-99.1

- MORE -

exv99w1 FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.remotedynamics.com Remote Dynamics, Inc. Announces Signing of Binding Term Sheet for $5 Million in Working Capital and the Repurchase of 929,948 Shares of Common Stock from Stockholder Group RICHARDSON, Texas, August 2, 2004 – Remote Dynamics, Inc. (NASDAQ: REDI), a leading provider of telematics-bas

August 12, 2004 8-K

Current Report

Table of Contents 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): August 12, 2004 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organization)

August 12, 2004 EX-10.1

Letter Agreement for the Repurchase of the Miller Group Shares

exv10w1 July 28, 2004 Mr. Lloyd I. Miller, III 4550 Gordon Drive Naples, FL 34102-7914 Dear Mr. Miller: In furtherance of the business and strategic objectives of Remote Dynamics (the “Company” or “Buyer”), the Company has offered to purchase, and you and certain affiliated entities named on the signature pages of this letter agreement (“Sellers”) have agreed to sell, an aggregate of 929,948 share

August 12, 2004 EX-99.1

REMOTE DYNAMICS, INC. AND SUBSIDIARIES PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET AS OF JUNE 30, 2004 (UNAUDITED) (in thousands) ASSETS Current assets: Cash and cash equivalents $ 3,101 Accounts receivable, net 2,713 Inventories 970 Deferred prod

exv99w1 Exhibit 99.1 REMOTE DYNAMICS, INC. AND SUBSIDIARIES PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET AS OF JUNE 30, 2004 (UNAUDITED) (in thousands) ASSETS Current assets: Cash and cash equivalents $ 3,101 Accounts receivable, net 2,713 Inventories 970 Deferred product costs — current portion 1,153 Lease receivables and other current assets, net 1,000 Total current assets 8,937 Network, prope

August 12, 2004 8-K

Current Report

8-K 1 d17584e8vk.htm FORM 8-K Table of Contents 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): July 29, 2004 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of In

August 12, 2004 EX-10.2

Letter Agreement with Miller Group

July 28, 2004 Mr. Lloyd I. Miller, III 4550 Gordon Drive Naples, FL 34102-7914 Dear Mr. Miller: In furtherance of the business and strategic objectives of Remote Dynamics (the “Company”), the Company has offered to purchase, and you and certain affiliated entities (collectively, the “Seller”) have agreed to sell, an aggregate of 929,948 shares (the “Shares”) of common stock of the Company, par val

August 4, 2004 8-K

Current Report

Table of Contents 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): July 21, 2004 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organization) (

August 4, 2004 EX-10.2

Convertible Promissory Note

exv10w2 Exhibit 10.2 CONVERTIBLE PROMISSORY NOTE $2,000,000.00 July 20, 2004 FOR VALUE RECEIVED, the undersigned, Remote Dynamics, Inc., a corporation organized under the laws of the State of Delaware with a principal address of 1155 Kas Drive, Suite 100, Richardson, Texas, 75081 (“Maker”), hereby promises to pay to the order of HFS Minor Planet Funding LLC or its designees, with a principal addre

August 4, 2004 EX-10.1

Third Amended Letter Agreement

Exhibit 10.1 July 20, 2004 VIA FACSIMILE (703) 918-4853 Mr. Dennis R. Casey President & Chief Executive Officer Remote Dynamics, Inc. Suite 100, 1155 Kas Drive Richardson, Texas 75081-1999 RE: Third Amended Binding Letter Agreement Dear Mr. Casey: This Third Amended Binding Letter Agreement (this “Agreement”) sets forth the terms and conditions upon which HFS Minor Planet Funding LLC and other acc

July 20, 2004 EX-99.1

Original Signature of Responsible Party /s/ Robert Gray Printed Name of Responsible Party: ROBERT GRAY Title CHIEF ACCOUNTING OFFICER PREPARER: Original Signature of Preparer /s/ Neil Read Printed Name of Preparer: NEIL READ Title DIRECTOR, REVENUE A

exv99w1 EXHIBIT 99.1 CASE NAME: MINORPLANET SYSTEMS USA, INC. * CASE NUMBER: 04-31200 HDH-11 UNITED STATES BANKRUPTCY COURT NORTHERN AND EASTERN DISTRICTS OF TEXAS DALLAS DIVISION QUARTER ENDING: JUNE 30, 2004 FOR POST CONFIRMATION REPORTING QUARTERLY OPERATING REPORT AND QUARTERLY BANK RECONCILEMENT I DECLARE UNDER PENALTY OF PERJURY THAT I HAVE EXAMINED THE ATTACHED POST CONFIRMATION QUARTERLY O

July 20, 2004 8-K

Current Report

Table of Contents 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): July 20, 2004 REMOTE DYNAMICS, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of (Commission File (I.R.S. Employe

July 14, 2004 EX-3.1

Amended and Restated Certificate of Incorporation

exv3w1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MINORPLANET SYSTEMS USA, INC. (to be renamed REMOTE DYNAMICS, INC.) Minorplanet Systems USA, Inc., a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: 1. The corporation filed its original Certificate of Incorporation with the Secretary of State of the State of Delaware on

July 14, 2004 EX-11.0

Statement Re: Computation of Per Share Earnings

Exhibit 11.0 REMOTE DYNAMICS, INC. AND SUBSIDIARIES STATEMENT REGARDING COMPUTATION OF EARNINGS PER SHARE (in thousands, except per share data) Three months ended May 31, Nine months ended May 31, 2004 2003 2004 2003 Net loss applicable to common stockholders: $ (31,630 ) $ (3,228 ) $ (36,255 ) $ (12,105 ) Weighted average number of shares outstanding: Weighted average number of shares outstanding

July 14, 2004 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2004, OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period from to Commission file number 0-26140 REMOTE DYNAMICS,

July 14, 2004 EX-2.3

Findings of Fact - Plan of Reorganization

exv2w3 Exhibit 2.3 UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION IN RE: § § CASE NO. 04-31200 HDH MINORPLANET SYSTEMS USA, INC., § Jointly Administered § DEBTOR § CHAPTER 11 § CAREN (292) LIMITED, § CASE NO. 04-31201 HDH § DEBTOR § CHAPTER 11 § MINORPLANET SYSTEMS USA LIMITED, § CASE NO. 04-31202 SAF § DEBTOR § CHAPTER 11 FINDINGS OF FACT, CONCLUSIONS OF LAW AND

June 23, 2004 EX-99.2

UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION IN RE: § § CASE NO. 04-31200 HDH MINORPLANET SYSTEMS USA, INC., § Jointly Administered § DEBTOR § CHAPTER 11 § CAREN (292) LIMITED, § CASE NO. 04-31201 HDH § DEBTOR § C

Exhibit 99.2 UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION IN RE: ? ? CASE NO. 04-31200 HDH MINORPLANET SYSTEMS USA, INC., ? Jointly Administered ? DEBTOR ? CHAPTER 11 ? CAREN (292) LIMITED, ? CASE NO. 04-31201 HDH ? DEBTOR ? CHAPTER 11 ? MINORPLANET SYSTEMS USA LIMITED, ? CASE NO. 04-31202 SAF ? DEBTOR ? CHAPTER 11 DEBTORS? THIRD AMENDED JOINT PLAN OF REORGANIZ

June 23, 2004 EX-99.1

COMPROMISE AND SETTLEMENT AGREEMENT

exv99w1 Exhibit 99.1 COMPROMISE AND SETTLEMENT AGREEMENT THIS IS A COMPROMISE AND SETTLEMENT AGREEMENT (the “Agreement”) which is executed as of the 21st day of May, 2004, effective as provided herein, by and among (i) Minorplanet Systems USA, Inc., a Delaware corporation, Caren (292) Limited, and Minorplanet Systems USA Limited (collectively, the “Debtors”) and (ii) Minorplanet Limited and Minorp

June 23, 2004 EX-99.3

June 14, 2004

exv99w3 Exhibit 99.3 June 14, 2004 Official Committee of Unsecured Creditors of Minorplanet Systems USA, Inc., et al. c/o Jack R. Bird, Esq. Bergman & Bird, LLP 4514 Travis Street Travis Walk, Suite 300 Dallas, TX 75205 Re: Minorplanet Systems USA, Inc. Caren (292) Limited Minorplanet Systems USA Limited Dear Mr. Bird: This letter is written on behalf of the three above-referenced debtors (collect

June 23, 2004 8-K

Current Report

Table of Contents 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 14, 2004 MINORPLANET SYSTEMS USA, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction of Incorporation or Organiz

June 21, 2004 EX-99.1

Monthly Operating Report CASE NAME: MINORPLANET SYSTEMS USA, INC. * ACCRUAL BASIS CASE NUMBER: 04-31200 HDH-11 JUDGE: HARLIN D. HALE UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF TEXAS 6 DIVISION MONTHLY OPERATING REPORT MONTH ENDING: MAY 31, 2

exv99w1 Exhibit 99.1 Monthly Operating Report CASE NAME: MINORPLANET SYSTEMS USA, INC. * ACCRUAL BASIS CASE NUMBER: 04-31200 HDH-11 JUDGE: HARLIN D. HALE UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF TEXAS 6 DIVISION MONTHLY OPERATING REPORT MONTH ENDING: MAY 31, 2004 IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES CODE, I DECLARE UNDER PENALTY OF PERJURY THAT I HAVE EXAMINED

June 21, 2004 8-K

Current Report

8-K 1 d16248e8vk.htm FORM 8-K Table of Contents 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 21, 2004 MINORPLANET SYSTEMS USA, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdicti

June 8, 2004 EX-99.1

- MORE -

exv99w1 Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.minorplanetusa.com Minorplanet Systems USA’s Disclosure Statement Approved by Bankruptcy Court; Nasdaq Modifies Conditional Listing Exceptions RICHARDSON, Texas, May 28, 2004 – Minorplanet Systems USA, Inc. (NASDAQ: MNPQC), a leading provider of telematics-based management solutions for

June 8, 2004 8-K

Current Report

Table of Contents 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): May 24, 2004 MINORPLANET SYSTEMS USA, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction (Commission File (I.R.S. Emp

June 8, 2004 EX-99.2

Re: Minorplanet Systems USA, Inc. (Symbol: MNPQC) Nasdaq Listing Qualifications Hearings Amended Decision Docket NQ 4553C-04

exv99w2 Exhibit 99.2 Sent via Facsimile and Overnight Commercial Courier May 24, 2004 Mr. J. Raymond Bilbao Senior Vice President, General Counsel and Secretary Minorplanet Systems USA, Inc. 1155 Kas Drive Suite 100 Richardson, Texas 75081 Re: Minorplanet Systems USA, Inc. (Symbol: MNPQC) Nasdaq Listing Qualifications Hearings Amended Decision Docket NQ 4553C-04 Dear Mr. Bilbao: This is to inform

May 20, 2004 8-K

Current Report

8-K 1 d15635e8vk.htm FORM 8-K Table of Contents 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): May 20, 2004 MINORPLANET SYSTEMS USA, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdictio

May 20, 2004 EX-99.1

UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF TEXAS 6 DIVISION MONTHLY OPERATING REPORT MONTH ENDING: APRIL 30, 2004

exv99w1 Exhibit 99.1 Monthly Operating Report ACCRUAL BASIS CASE NAME: MINORPLANET SYSTEMS USA, INC. * CASE NUMBER: 04-31200 HDH-11 JUDGE: HARLIN D. HALE UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF TEXAS 6 DIVISION MONTHLY OPERATING REPORT MONTH ENDING: APRIL 30, 2004 IN ACCORDANCE WITH TITLE 28, SECTION 1746, OF THE UNITED STATES CODE, I DECLARE UNDER PENALTY OF PERJURY THAT I HAVE EXAMIN

May 18, 2004 EX-99.3

Restated Determination Letter dated May 6, 2004

EXHIBIT 99.3 Sent via Facsimile and Overnight Commercial Courier May 6, 2004 Mr. J. Raymond Bilbao Senior Vice President, General Counsel and Secretary Minorplanet Systems USA, Inc. 1155 Kas Drive, Suite 100 Richardson, Texas 75081 Re: Minorplanet Systems USA, Inc. (System: MNPLQ) Nasdaq Listing Qualifications Hearings Docket NQ 4553C-04 Dear Mr. Bilbao: This decision shall supersede the prior dec

May 18, 2004 EX-99.2

Determination Letter dated May 3, 2004

EXHIBIT 99.2 Sent via Facsimile and Overnight Commercial Courier May 3, 2004 Mr. J. Raymond Bilbao Senior Vice President, General Counsel and Secretary Minorplanet Systems USA, Inc. 1155 Kas Drive, Suite 100 Richardson, Texas 75081 Re: Minorplanet Systems USA, Inc. (System: MNPLQ) Nasdaq Listing Qualifications Hearings Docket NQ 4553C-04 Dear Mr. Bilbao: This is to inform you that, pursuant to the

May 18, 2004 EX-99.1

Press Release

EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: W. Michael Smith Chief Operating Officer (972) 301-2450 www.minorplanetusa.com NASDAQ DETERMINES MINORPLANET SYSTEMS USA, INC. TO RETAIN LISTING ON NASDAQ SMALLCAP MARKET SUBJECT TO EXCEPTIONS RICHARDSON, TEXAS, MAY 5, 2004 - Minorplanet Systems USA, Inc. (NASDAQ: MNPQC), a leading provider of telematics-based management solutions for commercial fleets,

May 18, 2004 8-K

Current Report

8-K 1 d15605e8vk.htm FORM 8-K Table of Contents 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): May 3, 2004 MINORPLANET SYSTEMS USA, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 0-26140 51-0352879 (State or Other Jurisdiction

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