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 27, 2000
ABOUT.COM, INC.
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(Exact Name of Registrant as Specified in its Charter)
DELAWARE 000-25525 13-4034015
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(State of Incorporation) (Commission File Number) (IRS Employer
Identification No.)
220 EAST 42ND STREET, 24TH FLOOR, NEW YORK, NEW YORK 10017
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (212) 849-2000
NOT APPLICABLE
(Former name or former address, if changed since last report)
Item 2. Acquisition or Disposition of Assets
On March 27, 2000, About.com, Inc. (the "Company") acquired
Sombasa Media Inc. ("Sombasa") pursuant to an Agreement and Plan of Merger and
Reorganization (the "Agreement"), dated as of March 20, 2000, among the Company,
Sombasa and BDS Acquisition Corp., a wholly owned subsidiary of the Company
("Merger Sub"). Merger Sub was merged with and into Sombasa, with Sombasa
surviving the merger as a wholly owned subsidiary of the Company (the "Merger"),
and with each share of Sombasa common stock being converted into the right to
receive approximately .0518 shares of Company common stock.
The Company has assumed outstanding options to acquire Sombasa common
stock and has converted these into options to acquire Company common stock at
the same exchange ratio used in the Merger for the outstanding Sombasa common
stock. The Merger is intended to qualify as a tax-free reorganization under the
Internal Revenue Code of 1986, as amended.
A copy of the Company's press release announcing the Agreement is
incorporated herein by reference and included as Exhibit 99.1 hereto.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Information
Pursuant to Item 210.3-05 of Regulation S-X, the financial
statements with respect to Sombasa Media Inc. are not required to be filed.
(b) Pro Forma Financial Information
Pursuant to Item 210.3-05 of Regulation S-X, pro forma
financial statements with respect to Sombasa Media Inc. and the Company are
not required to be filed.
(c) Exhibits
2.1 Agreement and Plan of Merger and Reorganization, dated as of March 20,
2000, among About.com, Inc., BDS Acquisition Corp. and Sombasa Media
Inc.
99.1 Press release issued by About.com, Inc. on March 27, 2000 announcing
the acquisition of Sombasa Media Inc.
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.
ABOUT.COM, INC.
Date: April 7, 2000 /s/ Scott P. Kurnit
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Scott P. Kurnit
Chairman and Chief Executive Officer
EXHIBIT INDEX
Exhibits
2.1 Agreement and Plan of Merger and Reorganization, dated as of March 20,
2000, among About.com, Inc., BDS Acquisition Corp. and Sombasa Media
Inc.
99.1 Press release issued by About.com, Inc. on March 27, 2000 announcing
the acquisition of Sombasa Media Inc.