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): August 30, 1999.
FLYCAST COMMUNICATIONS CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 000-25467 77-0431028
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
incorporation)
181 FREMONT STREET
SAN FRANCISCO, CALIFORNIA 94105
--------------------------------------
Address of principal executive offices
(415) 977-1000
--------------------------------------
Registrant's telephone number, including area code
- --------------------------------------------------------------------------------
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On August 30, 1999, Flycast Communications Corporation, a Delaware
corporation ("Flycast") acquired InterStep, Inc., a Massachusetts corporation
("InterStep"), pursuant to the merger of Fremont Acquisition Corporation
("Merger Sub"), a Massachusetts corporation and wholly owned subsidiary of
Flycast with and into InterStep. As a result of the merger, InterStep became a
wholly owned subsidiary of Flycast. In the transaction, which will be accounted
for as a pooling of interest, Flycast issued 480,337 shares of common stock to
InterStep shareholders. Of the 480,337 shares of common stock, 47,558 shares are
held by an escrow agent to serve as security for the indemnity provided by
certain shareholders of InterStep.
A copy of the Agreement and Plan of Reorganization, by and among Flycast,
InterStep, Merger Sub and certain shareholders of InterStep, dated August 30,
1999, is attached hereto as Exhibit 2.1.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) It is impracticable for the registrant to provide the required
financial statements for the business acquired at the time of
filing this report, but the registrant will file such required
financial statements, if required pursuant to this item and Rule
3-05(b) of Regulation S-X, by amendment to this report as soon as
practicable, but not later than sixty days after this report was
required to be filed initially.
(c) Exhibits.
2.1 Agreement and Plan of Reorganization by and among Flycast
Communications Corporation, Fremont Acquisition Corp., InterStep,
Inc. and Certain Shareholders of InterStep, Inc. dated August 30,
1999.
-2-
SIGNATURE
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.
FLYCAST COMMUNICATIONS CORPORATION
/s/ Thomas L. Marcus
__________________________________________
Thomas L. Marcus, Executive Vice President
of Finance, Administration and Corporate
Development
Date: September 8, 1999
-3-
INDEX TO EXHIBITS
Exhibit Number Description
-------------- ------------------------------------------------------------
2.1 Agreement and Plan of Reorganization by and among Flycast
Communications Corporation, Fremont Acquisition Corp.,
InterStep, Inc. and Certain Shareholders of InterStep, Inc.
dated August 30, 1999.
-4-