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 NOVEMBER 18, 1998 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) RESTRAC, INC. (Exact name of Registrant as specified in its charter) ------------------ Delaware 0-20735 04-2935271 (State or other jurisdiction of (Commission File Number) (IRS Employer incorporation or organization) Identification No.) 91 Hartwell Avenue Lexington, MA 02421 (Address of principal executive offices) (zip code) (781) 869-5000 (Registrant's telephone number) ------------------ ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS On November 18, 1998, Restrac, Inc. announced that it had acquired the Junglee Employment Services business from Amazon.com. In exchange for cash of $6 million and approximately 1.7 million shares of Restrac common stock, Restrac received exclusive rights to Junglee's online recruitment technologies. Restrac also acquired Junglee's Internet production sites and will manage and develop the employer and career site business relationships established by Junglee. Restrac did not retain any Junglee personnel in connection with the transaction. Ram Shriram, Amazon's vice president of business development, will join Restrac's board of directors. ITEM 7. FINANCIAL STATEMENTS , PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a) and (b) As this acquisition does not represent the acquisition of a business, separate entity or subsidiary of the seller as anticipated by Regulation S-X, and since there are no historical financial statements related thereto, no financial statements are required or included herein. (c) Exhibits 2.1 Asset Purchase Agreement dated November 18, 1998, by and among Restrac, Inc., Amazon.com, Inc. and Junglee Corp. 99.1 Press Release dated November 18, 1998 regarding the acquisition 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. Restrac, Inc. (Registrant) Date: December 3, 1998 By: /s/ LARS D. PERKINS ------------------------------- Lars D. Perkins, Chief Executive Officer EXHIBIT INDEX Exhibit Number Description - -------------- ----------- 2.1 Asset Purchase Agreement dated November 18, 1998, by and among Restrac, Inc., Amazon.com, Inc. and Junglee Corp. 99.1 Press Release dated November 18, 1998 regarding the acquisition