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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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NOVEMBER 30, 1999
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
THEGLOBE.COM, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-25053 14-1782422
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification
incorporation or Number)
organization)
120 BROADWAY
NEW YORK, NEW YORK 10271
(Address of principal executive offices)
(212) 894-3600
(Registrant's telephone number, including area code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Effective November 30, 1999, Jump Acquisition LLC ("Acquisition Sub"),
a Delaware limited liability company and wholly-owned subsidiary of
theglobe.com, inc., a Delaware corporation ("theglobe"), acquired (the
"Purchase") all of the assets of Webjump.com, a web hosting property
catering primarily to businesses and professional webmasters, from
Infonent.com, Inc., a Delaware corporation ("Infonent"). The Purchase was
effected pursuant to an Agreement of Purchase and Sale, dated as of
November 30, 1999, by and among theglobe, Acquisition Sub, Infonent and
certain stockholders of Infonent (the "Purchase Agreement").
The consideration paid by theglobe in connection with the Purchase
consisted of:
o the issuance by theglobe of 1,104,972 newly issued shares of its
common stock, par value $.001 per share (the "Common Stock"),
based upon a $12.5 million purchase price divided by the average
closing price of the Common Stock as reported on the Nasdaq
National Market for a period preceding the effective date of
Purchase; and
o an additional $12.5 million payable in newly issued shares of
Common Stock, contingent upon the attainment by the Webjump.com
property of certain performance targets on or prior to November
30, 2000.
The assets of Webjump.com acquired as a result of the Purchase
consisted of data, intellectual property and other physical property used
in connection with the operation of Webjump.com's web hosting property.
theglobe intends to use the assets acquired to expand its own web hosting
operations; provided that changing business conditions or strategic plans
may lead to changes in such operations in the future.
The Purchase Agreement is filed as an exhibit to this Current Report
on Form 8-K and is incorporated herein by reference. theglobe issued a
press release on December 1, 1999 relating to the Purchase. The press
release is filed as an exhibit to this Current Report on Form 8-K and are
incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Not Required
(c) Exhibits
2.1 Agreement of Purchase and Sale dated as of November 30, 1999 by and
among theglobe.com, inc., Jump Acquisition LLC, Infonent.com, Inc. and
certain stockholders thereof.
99.1 Text of Press Release, dated December 1, 1999, issued by theglobe.com,
inc.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on behalf of the
undersigned hereunto duly authorized.
Dated: December 15, 1999.
theglobe.com, inc.
By: /s/ Francis T. Joyce
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Name: Francis T. Joyce
Title: Vice President and
Chief Financial Officer
EXHIBIT INDEX
Exhibit Description
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2.1 Agreement of Purchase and Sale dated as of
November 30, 1999 by and among theglobe.com,
inc., Jump Acquisition LLC, Infonent.com,
Inc. and certain stockholders thereof.
99.1 Text of Press Release, dated December 1,
1999, issued by theglobe.com, inc.