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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
JANUARY 28, 1999
DATE OF REPORT
(DATE OF EARLIEST EVENT REPORTED)
AMAZON.COM, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
DELAWARE 000-22513 91-1646860
(STATE OR OTHER (COMMISSION FILE NO.) (IRS EMPLOYER
JURISDICTION IDENTIFICATION NO.)
OF INCORPORATION)
1516 SECOND AVENUE, SEATTLE, WASHINGTON 98101
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)
(206) 622-2335
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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ITEM 5. OTHER EVENTS
On January 28, 1999, Amazon.com, Inc. ("Amazon.com") announced a $500
million offering of subordinated convertible debentures.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
99.1 Press Release dated January 28, 1999 regarding
Amazon.com's announcement of a $500 million offering of
subordinated convertible debentures
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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.
AMAZON.COM, INC.
(REGISTRANT)
Dated: January 28, 1999 By: /s/ Joy D. Covey
-------------------------------
Joy D. Covey
Chief Financial Officer, Vice President of
Finance and Administration and Secretary
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Number Description
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<S> <C>
99.1 Press Release dated January 28, 1999 regarding
Amazon.com's announcement of a $500 million
offering of subordinated convertible debentures
</TABLE>
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EXHIBIT 99.1
AMAZON.COM ANNOUNCES $500 MILLION OFFERING OF
SUBORDINATED CONVERTIBLE DEBENTURES
SEATTLE, January 28 /PRNewswire/ -Amazon.com, Inc. (NASDAQ: AMZN) today
announced that it is offering $500 million aggregate principal amount of
Convertible Subordinated Notes due 2009 (the "Notes").
The Notes will be convertible into the Company's common stock, at the option of
the holder, at a conversion price to be determined. The Notes will be sold to
qualified institutional buyers in a private placement under Rule 144A under the
Securities Act of 1933, as amended (the "Securities Act"). The Company will
grant the initial purchasers an option to purchase additional notes to cover
over-allotments, if any.
The Notes being offered will not be, and have not been, registered under the
Securities Act and may not be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements.
Amazon.com is headquartered at 1516 Second Avenue, Seattle, WA 98101. Internet
address: http://www.amazon.com.Telephone: (206) 622-2335.
Contact: Bill Curry, Amazon.com, (206) 834-7180.
