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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): December 10, 1998
IBS INTERACTIVE, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-24073 13-3817344
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
2 Ridgedale Avenue, Suite 350, 07927
Cedar Knolls, New Jersey (Zip Code)
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (973) 285-2600
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Item 2. Acquisition or Disposition of Assets.
As announced in its press release of Monday, December 14, 1998, on
December 10, 1998, IBS Interactive, Inc. ("IBS") entered into a Membership
Interest Acquisition Agreement (the "Acquisition Agreement") with all of the
members of Halo Network Management, LLC and Halo Network Management, LLC, an
Eatontown, New Jersey based network management company that offers full-service
network solutions including planning, installation and maintenance. Pursuant to
the terms of the Acquisition Agreement, IBS acquired all of the issued and
outstanding membership interests of Halo Network Management, LLC, in exchange
for $1,425,000 (subject to certain adjustments) of unregistered shares of IBS
common stock, par value $.01 per share, valued by the parties at $6.50 per
share. IBS intends to continue the existing operations of Halo Network
Management, LLC without any material changes.
The foregoing summary of the Acquisition Agreement is qualified in
its entirety by reference to the Acquisition Agreement, a copy of which is
attached hereto as an exhibit.
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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statements of Businesses Acquired.
It is impracticable to file the financial statements required
by Item 7(a) with the initial filing of this Report on Form
8-K. Such financial statements will be filed by amendment to
this Report as soon as practicable and within 60 days after
the required filing date for this Report.
(b) Pro Forma Financial Information.
It is impracticable to file the pro forma financial
information required by Item 7(b) with the initial filing of
this Report on Form 8-K. Such pro forma financial information
will be filed by amendment to this Report as soon as
practicable and within 60 days after the required filing date
for this Report.
(c) Exhibits.
The following exhibits are included as part of this Report:
2.1 Membership Interest Acquisition Agreement, dated
December 10, 1998, by and among IBS, Carl Broadbent,
Keith Lowy, Stephen Lowy and Halo Network Management,
LLC.
99.1 Press release of IBS, dated December 14, 1998.
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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.
IBS INTERACTIVE, INC.
Date: December 21, 1998 By: /s/ Nicholas R. Loglisci, Jr.
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Name: Nicholas R. Loglisci, Jr.
Title: President and Chief Operating
Officer
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EXHIBIT INDEX
Exhibit No. Description
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2.1 Membership Interest Acquisition Agreement,
dated December 10, 1998, by and among IBS, Carl
Broadbent, Keith Lowy, Stephen Lowy and Halo Network
Management, LLC.
99.1 Press Release of IBS, dated December 14, 1998.