UNITED STATES 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): May 3, 2000 GenesisIntermedia.com, Inc. ________________________________________________________________________________ (Exact Name of Registrant as Specified in Charter) Delaware ________________________________________________________________________________ (State or Other Jurisdiction of Incorporation) 001-15029 95-4710370 ________________________ ___________________________________ (Commission File Number) (IRS Employer Identification No.) 5805 Sepulveda Boulevard, 4th Floor, Van Nuys, California 91411 ________________________________________________________________________________ (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (818) 902-4300 __________________ ________________________________________________________________________________ (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. On May 3, 2000, GenesisIntermedia.com, Inc. ("Registrant") announced that it had completed its latest round of private placement offerings on May 3, 2000, for a total of $10 million in additional financing. The offerings consisted of $4 million of Series B Convertible Preferred Stock and related Warrants and $6 million in long-term debt. The Registrant granted certain registration rights to purchase of the Series B Convertible Preferred Stock and related warrants in connection with the private placement. The funds will be used to expand Registrant's infrastructure, for general corporate purposes and to expand the Centerlinq network. The press release issued by Registrant is incorporated by reference and attached hereto as Exhibit 99.1. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (a) Financial Statements None. (b) Current Report on Form 8-K None. (c) Exhibits See Index to Exhibits on page 4. 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. GENESISINTERMEDIA.COM, INC. Dated: May 15, 2000 By: /s/ Ramy El-Batrawi ____________________________ Ramy El-Batrawi Chairman of the Board 3 Index to Exhibits Exhibit No. Description ___________ _____________________ 3.1 Certificate of Designations of the Powers, Preferences and Relative, Participating, Optional and Other Special Rights of Preferred Stock and Qualifications, Limitations and Restrictions Thereof of Series B Cumulative Convertible Preferred Stock for GenesisIntermedia.com, Inc. 10.1 Securities Purchase Agreement by and between GenesisIntermedia.com, Inc., Elliott Associates, L.P. and Westgate International, L.P. dated April __, 2000. 10.2 Warrant issued to Elliott Associates, L.P. 10.3 Warrant issued to Westgate International, L.P. 10.4 Registration Rights Agreement by and between GenesisIntermedia.com, Inc., Elliott Associates, L.P. and Westgate International, L.P. dated April ___, 2000. 99.1 Press Release dated May 3, 2000. 4