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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): January 8, 2001
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DATA BROADCASTING CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-20311 13-3668779
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
22 Crosby Drive, Bedford, Massachusetts 01730
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (781) 687-8800
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Exhibit Index Appears on Page 4
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ITEM 2. Acquisition or Disposition of Assets.
On January 8, 2001, Data Broadcasting Corporation (the "Registrant"), a
Delaware corporation, completed the sale of its 34.4% ownership in
MarketWatch.com, Inc. ("MarketWatch") to Pearson Overseas Holdings Limited
("Pearson"), a company organized under the laws of England and Wales. The sale
was completed on the terms and conditions set forth in the Agreement (the
"Agreement"), dated as of December 27, 2000, among the Registrant and Pearson.
The 5,636,814 shares of MarketWatch's common stock were purchased by Pearson for
$26,887,602.78 in cash (the "Purchase Price"). The purchase price was calculated
as a 25% premium over the average closing price of the MarketWatch common stock
for the 30 days prior to the execution of the agreement which occurred on
December 27, 2000. Pearson indirectly owns approximately 60% of the Registrant's
outstanding stock.
A press release announcing the sale is attached hereto as Exhibit 99.2 and
is incorporated herein by reference. A press release announcing the completion
of the sale is attached hereto as Exhibit 99.3 and is incorporated herein by
reference.
EXHIBIT
NUMBER DESCRIPTION
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99.1 Agreement, dated as of December 27, 2000, among Data Broadcasting
Corporation and Pearson Overseas Holdings Limited.
99.2 Press Release, dated December 27, 2000, announcing the sale.
99.3 Press Release, dated January 9, 2001, announcing the completion
of the sale.
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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.
DATA BROADCASTING CORPORATION
Date: January 23, 2001 By: /s/ Steven Crane
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Name: Steven Crane
Title: Executive Vice President and
Chief Financial Officer
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INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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99.1 Agreement, dated as of December 27, 2000, among Data Broadcasting
Corporation and Pearson Overseas Holdings Limited.
99.2 Press Release, dated December 27, 2000, announcing the sale.
99.3 Press Release, dated January 9, 2001, announcing the completion
of the sale.
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