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
Date of Report (Date of earliest event reported): May 29, 2001
CYBERIAN OUTPOST, INC.
(Exact name of registrant as specified in its charter)
Delaware 000-24659 06-1419111
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
23 North Main Street, P.O. Box 636
Kent, Connecticut 06757
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (860) 927-2050
ITEM 5. OTHER EVENTS.
On May 30, 2001, the Registrant announced that it had entered into a Merger
Agreement, dated as of May 29, 2001, with PC Connection, Inc., which sets forth
the terms and conditions of the proposed acquisition of the Registrant by PC
Connection, Inc.
The foregoing description is qualified in its entirety by reference to the
following documents, each of which is incorporated herein by reference: (i) the
Merger Agreement, dated as of May 29, 2001, by and between PC Connection, Inc.
and the Registrant, a copy of which is attached hereto as Exhibit 10.1, (ii) the
Stock Warrant Agreement, dated as of May 29, 2001, between the Registrant and PC
Connection, Inc., a copy of which is attached hereto as Exhibit 10.2, (iii) the
Credit and Supply Agreement, dated as of May 29, 2001, by and between the
Registrant and Merrimack Services Corporation, a copy of which is attached
hereto as Exhibit 10.3, and (iv) the Security Agreement, dated as of May 29,
2001, between the Registrant and Merrimack Services Corporation, a copy of which
is attached hereto as Exhibit 10.4.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial statements of business acquired. Not applicable.
(b) Pro forma financial information. Not applicable.
(c) Exhibits.
10.1 Merger Agreement, dated as of May 29, 2001, by and between PC
Connection, Inc. and the Registrant.
10.2 Stock Warrant Agreement, dated as of May 29, 2001, between the
Registrant and PC Connection, Inc.
10.3 Credit and Supply Agreement, dated as of May 29, 2001, by and
between the Registrant and Merrimack Services Corporation.
10.4 Security Agreement, dated as of May 29, 2001, between the
Registrant and Merrimack Services Corporation.
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 thereunto duly authorized.
CYBERIAN OUTPOST, INC.
(Registrant)
Date: June 1, 2001 By: /s/ Christopher J. Walls
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Christopher J. Walls
Vice President and Corporate Counsel
EXHIBIT INDEX
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Exhibit
Number Description
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10.1 Merger Agreement, dated as of May 29, 2001, by and between PC
Connection, Inc. and the Registrant.
10.2 Stock Warrant Agreement, dated as of May 29, 2001, between the
Registrant and PC Connection, Inc.
10.3 Credit and Supply Agreement, dated as of May 29, 2001, by and between
the Registrant and Merrimack Services Corporation.
10.4 Security Agreement, dated as of May 29, 2001, between the Registrant
and Merrimack Services Corporation.