<PAGE> 1
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): December 29, 2000
-----------------
THE VIALINK COMPANY
--------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
Delaware
--------------------------------------------------------------------------------
(State of Other Jurisdiction of Incorporation)
000-21729 73-1247666
--------------------------------------------------------------------------------
(Commission File Number) (IRS Employer
Identification No.)
13155 Noel Road, Suite 800, Dallas, Texas 75240
--------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
(972) 934-5500
--------------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
N/A
--------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE> 2
ITEM 5. OTHER EVENTS.
On December 29, 2000, we sold 333,333 shares of our common stock to RGC
International Investors, LDC in exchange for $1.0 million in cash. In connection
with this sale, we granted RGC certain mandatory and piggyback registration
rights pursuant to a Registration Rights Agreement. Pursuant to the Registration
Rights Agreement, we are required to file a registration statement to register
the shares of common stock purchased by RGC as soon as practicable following the
closing of the transaction. A copy of the Registration Rights Agreement with
RGC is attached hereto as Exhibit 4.1 and is incorporated herein by reference.
Immediately prior to the closing of the transaction described above,
RGC's existing stock purchase warrant was amended (i) to accelerate the first
"Reset Date" thereunder to December 29, 2000 (subject to the maximum share
number issuable thereunder in accordance with the original terms thereof); and
(ii) to adjust the exercise price thereof to a 20% premium of the market price
at the time of the amendment. Following such amendment, RGC completed a cashless
exercise of that warrant in full (in accordance with the cashless exercise
rights set forth in the original terms thereof), resulting in a net issuance to
RGC of 984,945 shares.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
4.1 Registration Rights Agreement dated as of
December 29, 2000 by and between The
viaLink Company and RGC International
Investors, LDC.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
THE VIALINK COMPANY
Dated: January 3, 2001 By: /s/ WILLIAM P. CREASMAN
-------------------------------------
William P. Creasman
Vice President, Chief Financial Officer
and General Counsel
<PAGE> 3
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
<S> <C>
4.1 Registration Rights Agreement dated as of December 29, 2000 by and
between The viaLink Company and RGC International Investors, LDC.
</TABLE>
