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 9, 2000
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MonsterDaata.com, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 033-01599 22-2732163
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
115 Stevens Avenue, Valhalla, New York 10595
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (914) 747-9100
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CURRENT REPORT ON FORM 8-K
MONSTERDAATA.COM, INC.
July 25, 2000
Item 5. Other Events
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On May 2, 2000, MonsterDaata.com, Inc., a Delaware corporation (the
"Company"), signed an engagement letter (the "Engagement Letter") with
Commonwealth Associates, L.P., a limited partnership organized under the laws of
the State of New York ("Commonwealth"), pursuant to which Commonwealth was
engaged by the Company as an advisor.
ComVest Capital Management LLC, a Delaware limited liability company
and an affilate of Commonwealth ("ComVest"), agreed to provide a loan to the
Company in an aggregate principal amount of up to $1,500,000. ComVest has loaned
the Company a total of $903,000 through July 25, 2000, commencing with an
initial loan on June 7, 2000, pursuant to a series of 8% Senior Secured
Promissory Notes (the "Notes"), a copy of the form of which is incorporated
by reference as Exhibit 99.4 hereto.
In connection with this loan, the Company issued to ComVest a warrant
to purchase 7,500,000 shares of common stock, par value $.01 per share ("Common
Stock"), of the Company for an exercise price of $.01 per share (the "ComVest
Warrant"). The ComVest Warrant was issued on or about June 7, 2000. The Company
agreed that, as long as this loan remained outstanding, the Board of Directors
of the Company must consist of seven directors, of which five are to be
appointed by the Company with the consent of ComVest, which consent shall not be
unreasonably withheld.
In connection with this loan, the Company executed a General Security
Agreement in favor of ComVest (attached hereto as Exhibit 99.1) and the
Company's principal subsidiary, Taconic Data Corp., a New York corporation
("Taconic") executed a guarantee of the notes to be issued to ComVest (attached
hereto as Exhibit 99.2) and a General Security Agreement in favor of ComVest
(attached hereto as Exhibit 99.3).
On June 9, 2000 ComVest and Commonwealth exercised the ComVest Warrant,
purchasing 6,000,000 shares of Common Stock in the case of ComVest and 1,500,000
shares of Common Stock in the case of Commonwealth. The purchase price for these
shares was $60,000 in the case of ComVest and $15,000 in the case of
Commonwealth. By virtue of this transaction, ComVest and Commonwealth
beneficially own approximately 39.2% and 9.8%, respectively, of the Company's
Common Stock or 48.9% of the Common Stock together.
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The Company has also agreed that, if the Company completes a private
placement of securities during the period that the Notes are outstanding, the
holders of Notes will have the option to convert all or a portion of their Notes
into the securities sold in any such transaction on the identical terms and
conditions as the other investors in any such transaction. Should ComVest and/or
Commonwealth exercise this option, their combined equity interest in the Company
could increase, depending on the amount of Notes converted and the terms and
amount of any such transaction.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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(a) Exhibits.
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99.1 General Security Agreement dated as of June 2, 2000 between
ComVest Capital Management LLC ("ComVest") and the Company.
99.2 Guarantee Agreement dated as of June 2, 2000 between
Taconic Data Corp., a New York corporation ("Taconic") and
ComVest.
99.3 General Security Agreement dated as of June 2, 2000 between
Taconic and ComVest.
99.4 Form of 8% Senior Secured Promissory Note of the Company
(incorporated by reference to Exhibit 2 to the Schedule 13D
filed by ComVest and Commonwealth and certain other persons
on July 20, 2000).
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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.
MonsterDaata.com, Inc.
Dated: July 25, 2000 By: /s/ Mitchell Deutsch
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Mitchell Deutsch
Chairman of the Board, President
and Chief Executive Officer
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EXHIBIT INDEX
Exhibit Number Description Page
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99.1 General Security Agreement dated as of June 6
2, 2000 between ComVest Capital Management
LLC ("ComVest") and the Company.
99.2 Guarantee Agreement dated as of June 2, 2000 25
between Taconic Data Corp., a New York
corporation ("Taconic") and ComVest.
99.3 General Security Agreement dated as of June 30
2, 2000 between Taconic and ComVest.
99.4 Form of 8% Senior Secured Promissory Note of the
Company (incorporated by reference to Exhibit 2 to
the Schedule 13D of ComVest and Commonwealth
Associates, L.P., a limited partnership organized
under the laws of the State of New York, and
certain other persons dated and filed July 20, 2000).
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