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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
April 22, 1998
Date of Report (Date of earliest event reported)
FIRST VIRTUAL HOLDINGS INCORPORATED
(Exact name of registrant as specified in its charter)
Delaware 000-21751 33-0612860
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(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
11975 El Camino Real, Suite 300
San Diego, California 92130-2543
(Address of principal executive offices)
(619) 793-2700
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
On April 22, 1998, First Virtual Holdings Incorporated issued a press
release updating the market regarding its liquidity position. A copy of the
release is attached to this Report as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits in accordance with Item 601 of Regulation S-K:
EXHIBITS
99.1 Press Release dated April 22, 1998.
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INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
99.1 Press Release date April 22, 1998.
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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.
FIRST VIRTUAL HOLDINGS INCORPORATED
Dated: April 22, 1998 By: /s/ KEITH KENDRICK
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Keith Kendrick
President
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For more information, contact:
John Stachowiak, Chief Financial Officer
(619) 350-3540;[email protected]
Todd Savitt, Director, Corporate Communications
(619) 350-3539;[email protected]
FIRST VIRTUAL HOLDINGS INCORPORATED UPDATES MARKET
ON LIQUIDITY ISSUES
SAN DIEGO, Calif., April 22, 1998 - First Virtual Holdings Incorporated (Nasdaq;
FVHI), a leader in advanced marketing and customer service systems for Internet
commerce, today updated the market with respect to its liquidity position. As
the Company disclosed in its annual report on Form 10-K for the fiscal year
ended December 31, 1997, the Company will need to raise additional capital to
fund its operations, as well as to develop new and enhanced services and to
respond to competitive pressures. If adequate funds are not secured, the
Company's ability to operate in accordance with its plans, or at all, will be
severely jeopardized. Since filing its annual report on Form 10-K on March 27,
1998, the Company has been unable to obtain additional capital.
The Company has entered into a nonbinding letter of intent with a group of
investors, including SOFTBANK Holdings Inc. The nonbinding letter of intent
contemplates, among other terms, that the Company issue and sell to the
investors a number of shares which would constitute a majority of all
outstanding shares of the Company's Common Stock, at a price of $0.60 per share.
Such a transaction would result in substantial dilution to existing holders of
the Company's Common Stock due to the number of shares issued. The nonbinding
letter of intent is subject to significant contingencies and conditions, some of
which relate to actions and consents of third parties which are outside the
control of the Company. There can be no assurance that the Company will enter
into a binding agreement with these or other investors or that alternative
sources of capital will be available.
