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 29, 1999
CMGI, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-22846 04-2921333
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
100 BRICKSTONE SQUARE, ANDOVER, MA 01810
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code:
(978) 684-3600
Item 5. Other Events
As reported by CMGI, Inc. in its current report on Form 8-K filed on
July 14, 1999, CMGI has entered into a Purchase and Contribution Agreement dated
as of June 29, 1999 (the "Agreement") by and among itself, Compaq Computer
Corporation ("Compaq"), Digital Equipment Corporation, a wholly-owned subsidiary
of Compaq ("Digital"), AltaVista Company, a wholly-owned subsidiary of Digital
("Altavista"), and Zoom Newco Inc., a wholly-owned subsidiary of CMGI ("Newco")
which provides, among other things, Compaq and Digital will contribute to Newco
certain assets and liabilities constituting the Altavista division of Digital
(the "Altavista Business"). Set forth in exhibits to this report is certain
historical financial information of the Altavista Business, and of Zip2
corporation and Shopping.com, which will become wholly-owned subsidiaries of
Newco following the consummation of the transactions contemplated by the
Agreement.
Item 7. Financial Statement, pro forma Financial Information and Exhibits.
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(c) Exhibits.
23.1 Consent of PricewaterhouseCoopers LLP, independent accountants,
filed herewith.
23.2 Consent of Singer Lewak Greenbaum & Goldstein LLP, independent
auditors, filed herewith.
99.1 Audited financial statements of AltaVista as of and for the years
ended December 31, 1996, 1997 and 1998 and unaudited financial
statements of the AltaVista Business as of March 31, 1999 and for
the three months ended March 31, 1999 and 1998.
99.2 Audited financial statements of Zip2 Corporation as of and
for the years ended December 31, 1996, 1997 and 1998 and
unaudited financial statements of Zip2 Corporation as of March
31, 1999 for the three months ended March 31, 1999 and 1998.
99.3 Audited financial statements of Shopping.com as of and for
the years ended January 31, 1999, 1998 and 1997.
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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.
Date: August 12, 1999 CMGI, Inc.
By: /s/ Andrew J. Hajducky III
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Andrew J. Hajducky III
Executive Vice President, Chief Financial
Officer and Treasurer
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EXHIBIT INDEX
Exhibit
No. DESCRIPTION
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23.1 Consent of PricewaterhouseCoopers LLP, independent accountants,
filed herewith.
23.2 Consent of Singer Lewak Greenbaum & Goldstein LLP, independent
auditors, filed herewith.
99.1 Audited financial statements of AltaVista as of and for the years
ended December 31, 1996, 1997 and 1998 and unaudited financial
statements of the AltaVista Business as of March 31, 1999 and for
the three months ended March 31, 1999 and 1998. Filed herewith.
99.2 Audited financial statements of Zip2 Corporation as of and for the
years ended December 31, 1996, 1997 and 1998 and unaudited
financial statements of Zip2 Corporation as of March 31, 1999 and
for the three months ended March 31, 1999 and 1998. Filed herewith.
99.3 Audited financial statements of Shopping.com as of and for the
years ended January 31, 1999, 1998 and 1997. Filed herewith.
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