SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of Earliest Event Reported): October 27, 2000
LYCOS, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or other jurisdiction of incorporation or organization)
0-27830 04-3277338
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(Commission File Number) (IRS Employer Identification No.)
400-2 Totten Pond Road
Waltham, MA 02451
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code (781) 370-2700
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Item 1. Changes in Control of Registrant
On October 27, 2000, the combination of Terra Networks, S.A.
("Terra") and Lycos, Inc. ("Lycos") was completed pursuant to the terms of
the Amended and Restated Agreement and Plan of Reorganization, dated as of
September 20, 2000 (the "Agreement") among Terra, Lycos and Lycos Virginia,
Inc., a wholly owned subsidiary of Lycos ("Lycos Virginia"), and
incorporated by reference herein. Under the Agreement, Lycos was first
merged with and into Lycos Virginia, whereby each share of Lycos common
stock was converted into one share of Lycos Virginia common stock, and
immediately thereafter Lycos Virginia and Terra effected a share exchange
whereby each share of Lycos Virginia common stock was exchanged for the
right to receive 2.15 Terra American depositary shares (each representing
one Terra ordinary share), or, subject to the timely receipt of
instructions therefor, 2.15 Terra ordinary shares, and cash in lieu of
fractional shares. Upon the completion of the combination, Lycos Virginia
became a wholly owned subsidiary of Terra. In connection with the
combination, Terra will issue 239,491,725 new ordinary shares to Lycos
stockholders. The outstanding Lycos common stock has been delisted from
NASDAQ.
As of the completion of the combination, the Board of Directors
of Terra consists of the following individuals: Joaquim Agut Bonsfills,
Alberto Cortina de Alcocer, Robert J. Davis, Alejandro Junco de la Vega
Elizondo, Francisco Moreno de Alboran y de Vierna, Abel Linares Palacios,
Johannes Hendrikus Hubert de Mol, Jose Maria Mas Millet, Edward M. Philip,
Fernando Abril-Martorell Hernandez, Juan Asua Madariaga, Isidro Faine
Casas, Enrique Used Aznar and Telefonica DataCorp, S.A.
Terra and Lycos have issued a joint press release announcing the
completion of the combination, a copy of which is attached hereto as an
exhibit and is incorporated by reference herein.
The combination and the relevant matters relating thereto were
described in the Proxy Statement/Prospectus dated September 22, 2000, filed
by Lycos on Schedule 14A on September 22, 2000, which is incorporated by
reference herein.
Item 2. Acquisition or Disposition of Assets
See Item 1.
Item 7. Financial Statements and Exhibits
(c) Exhibits
See Exhibit Index
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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.
LYCOS, INC.
Dated: October 27, 2000 By: /s/ Edward M. Philip
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Name: Edward M. Philip
Title: Chief Operating Officer and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description of Exhibit
2.1 Amended and Restated Agreement and Plan of Reorganization dated
as of September 20, 2000, among Terra Networks, S.A., Lycos, Inc.
and Lycos Virginia, Inc. (filed as Annex A to the Proxy
Statement/Prospectus dated September 22, 2000, filed by Lycos on
Schedule 14A on September 22, 2000, and incorporated herein by
reference).
99.1 Proxy Statement/Prospectus dated September 22, 2000, filed by
Lycos on Schedule 14A on September 22, 2000, and incorporated
herein by reference.
99.2 Joint Press Release dated October 27, 2000, announcing the
completion of the combination.
