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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
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MAY 19, 2000
IXL ENTERPRISES, INC.
(EXACT NAME OF REGISTRANT SPECIFIED IN CHARTER)
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<S> <C> <C>
DELAWARE 000-26167 58-2234342
(STATE OF INCORPORATION) (COMMISSION FILE NUMBER) (IRS EMPLOYER IDENTIFICATION NO.)
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1900 EMERY STREET
ATLANTA, GA 30318
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(800) 573-5544
(REGISTRANT'S TELEPHONE NUMBER)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On April 17, 2000, iXL Enterprises, Inc. ("iXL") announced the proposed
acquisition of Interactive Corporate Communications, Inc., a New York
Corporation, ("ICC") by its subsidiary Consumer Financial Network, Inc. The
acquisition was structured as a merger of ICC with and into CFN Merger Corp.,
Inc., a Delaware corporation and a wholly-owned subsidiary of Consumer Financial
Network. The parties executed an Agreement and Plan of Merger (the "Merger
Agreement") and a Voting and Indemnity Agreement, each dated April 17, 2000. The
closing of the acquisition occurred on May 19, 2000 after applicable regulatory
approval and approval of the stockholders of ICC were obtained.
The consideration for this merger was paid in Consumer Financial
Network's common stock, warrants, options, and cash. Consumer Financial Network
issued approximately 16,670,957 shares of its common stock, valued for the
purpose of this acquisition at $4.00 per share. Certain ICC warrant and option
holders respectively received warrants to purchase 3,413,980 shares and options
to purchase 4,691,826 shares of Consumer Financial Network's common stock. These
warrants and options were issued at varying exercise prices between $.70 and
$3.96 per share and with varying vesting schedules. The remainder of the
purchase price was paid to non-accredited ICC shareholders, holders of
fractional ICC shares, and ICC note holders who received an aggregate of
$4,038,365.72 in cash. The shares of Consumer Financial Network common stock
issued to ICC's shareholders were not registered with the Securities and
Exchange Commission.
ICC develops, markets, and sells software to corporations. This
software enables employees to manage corporate benefits over the intranet,
extranet or the Internet. From an employee's computer at work or offsite, the
employee can compare and select medical benefits, complete a time card, read the
employee manual, check the status of periodic reviews, or utilize other employee
resources. Similarly, a manager may approve a employee's time card, look at past
reviews, complete a new employee review, or even set-off a chain of events to
increase privileges for an employee who has been promoted. ICC is located in New
York, New York and has approximately 95 employees.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
2.1 Agreement and Plan of Merger dated as of April 17, 2000 by and
among Consumer Financial Network, Inc., CFN Merger Corp, Inc. and
Interactive Corporate Communications, Inc.
2.2 Voting and Indemnity Agreement dated as of April 17, 2000 by
and among Consumer Financial Network, Inc, CFN Merger Corp, Inc. and
certain Interactive Corporate Communications, Inc. shareholders.
99.1 Press Release: Consumer Financial Network Acquires iClick and
Health Pages to Create Industry's Only Complete Employee Centric Portal
Solution.
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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.
iXL Enterprises, Inc.
By: /s/ Mark Steele
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Mark Steele
Senior Vice President
Dated: June 5, 2000
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Exhibit Index
2.1 Agreement and Plan of Merger dated as of April 17, 2000 by and among
Consumer Financial Network, Inc., CFN Merger Corp, Inc. and Interactive
Corporate Communications, Inc.
2.2 Voting and Indemnity Agreement dated as of April 17, 2000 by and among
Consumer Financial Network, Inc, CFN Merger Corp, Inc. and certain
Interactive Corporate Communications, Inc shareholders.
99.1 Press Release: Consumer Financial Network Acquires iClick and Health
Pages to Create Industry's Only Complete Employee Centric Portal
Solution
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