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) June 28, 1999
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RMI.NET, Inc.
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(Exact name of Registrant as specified in charter)
Delaware
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(State or other jurisdiction of incorporation)
001-12063 84-1322326
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(Commission File Number) (IRS Employee Identification No.)
999 Eighteenth Street, Suite 2201 80202
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (303) 672-0700
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Not Applicable
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(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS.
On June 28, 1999, the Registrant entered into an Asset Purchase
Agreement (the "CyberDesic Asset Purchase Agreement") by and between Rocky
Mountain Internet, Inc. d/b/a RMI.NET, Inc. and CyberDesic Communications
Corporation, Inc., an Illinois corporation headquartered in Peoria, Illinois
("CyberDesic"), pursuant to which the Registrant acquired the assets of
CyberDesic (the "CyberDesic Acquisition"). Pursuant to the terms of the
CyberDesic Asset Purchase Agreement, the Registrant agreed to pay $570,000,
payable in the form of 48,387 shares of common stock of the Registrant. The
consideration that the Registrant agreed to pay to CyberDesic was determined
through arm's length negotiation. There was no material relationship between
the Registrant and CyberDesic prior to the CyberDesic Acquisition. CyberDesic
is an Internet service provider. The Registrant intends to utilize the assets
acquired from CyberDesic in the same manner that CyberDesic utilized the
assets prior to their acquisition by the Registrant. Copies of the CyberDesic
Asset Purchase Agreement and the Registrant's press release are attached
hereto as Exhibits 10.1 and 20.1, respectively.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
List below the financial statements, pro forma financial information
and exhibits, if any, filed as a part of this report.
(a) Financial Statements of Businesses Acquired:
Not required.
(b) Pro Forma Financial Information:
Not required.
(c) Exhibits:
Exhibit Number Description
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10.1 Asset Purchase Agreement by and between
Rocky Mountain Internet, Inc. d/b/a RMI.NET,
Inc. and CyberDesic Communications
Corporation, Inc.
20.1 News Release dated June 28, 1999 announcing
the Colorado Mountain Net Merger.
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.
RMI.NET, Inc.
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(Registrant)
Date: July 13, 1999 By: /s/ CHRISTOPHER J. MELCHER
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Christopher J. Melcher
Vice President, General Counsel and
Corporate Secretary