- ------------------------------------------------------------------------------- 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): January 25, 2000 (November 24, 1999) COMMERCE ONE, INC. --------------- (Exact name of the Registrant as specified in its charter) Delaware 333-76987 680322810 - ------------------------------------------------------------------------------- (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation) Identification No.) 1600 Riviera Avenue, Suite 200 Walnut Creek, California 94596 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (925) 941-6022 Not Applicable --------------------------------------------------------------- (Former name or former address, if changed since last report) - ------------------------------------------------------------------------------- The undersigned Registrant hereby amends the following item of its Current Report on Form 8-K filed November 24, 1999 for the event of November 12, 1999. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. The following financial statements and exhibits are filed as part of this report. (a) FINANCIAL STATEMENTS OF COMMERCEBID.COM, INC.: Included herein as Exhibit 99.1 to this Current Report on Form 8-K/A is the balance sheet of CommerceBid.com, Inc. ("CommerceBid") as of October 31, 1999, and the related statements of operations, shareholders' equity, and cash flows for the period March 1, 1999 (inception) through October 31, 1999. (b) PRO FORMA FINANCIAL INFORMATION (i) The following documents appear as Exhibit 99.2 to this Current Report on Form 8-K/A and are incorporated herein by reference: 1) Unaudited Pro Forma Condensed Combining Balance Sheet as of September 30, 1999; 2) Unaudited Pro Form Condensed Combining Statement of Operations for the Nine Months Ended September 30, 1999; and 3) Notes to the Unaudited Pro Forma Condensed Combining Financial Information. (c) EXHIBITS 2.1 Agreement and Plan of Merger and Reorganization, dated as of November 4, 1999, by and among Commerce One, Inc., Eddie Acquisition Corporation, CommerceBid.com, Inc., and other related parties.(1) 27.1 Financial Data Schedules. 99.1 Audited Financial Statements of CommerceBid.com, Inc. 99.2 Unaudited Pro Forma Condensed Combining Financial Information. - ------------------------------------ (1) Incorporated by reference to Exhibit 2 to the Registrant's Form 8-K filed November 24, 1999. -2- SIGNATURE 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. COMMERCE ONE, INC. Date: January 25, 2000 By: /s/ Robert M. Tarkoff -------------------------------------- Robert M. Tarkoff Vice President, General Counsel and Secretary -3- COMMERCE ONE, INC. CURRENT REPORT ON FORM 8-K/A INDEX TO EXHIBITS Exhibit No. Description - ----------- ----------- 27.1 Financial Data Schedules 99.1 Audited Financial Statements of CommerceBid.com, Inc. 99.2 Unaudited Pro Forma Condensed Combining Financial Information.