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 1, 2014
DEMAND MEDIA, INC.
(Exact name of Registrant as specified in its charter)
Delaware | | 001-35048 | | 20-4731239 |
(State or other jurisdiction of incorporation) | | (Commission File No.) | | (I.R.S. Employer Identification No.) |
1655 26th Street Santa Monica, California | | 90404 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (310) 394-6400
Not Applicable
(Former name or former address if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
On August 4, 2014, Demand Media, Inc. (the “Company”) issued a press release announcing the completion of the separation of Rightside Group, Ltd. (“Rightside”) from the Company. The separation was completed via a tax-free dividend involving the distribution on August 1, 2014 of all outstanding shares of Rightside common stock to holders of record of the Company’s common stock as of the close of business, New York City time, on July 25, 2014 (the “Distribution”). The Company also announced that, immediately following the Distribution, it effected a reverse stock split of the Company’s common stock at a ratio of 1-for-5. Rightside will own and operate the domain name services business of the Company following the Distribution.
The full text of the Company’s press release is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 | | Press Release dated August 4, 2014 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 4, 2014 | DEMAND MEDIA, INC. |
| |
| By: | /s/ Mel Tang |
| | Mel Tang |
| | Chief Financial Officer |
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INDEX TO EXHIBITS
Exhibit No. | | Description |
| | |
99.1 | | Press Release dated August 4, 2014 |
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