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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 21, 2000
AMERITRADE HOLDING CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 0-22163 47-0642657
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
4211 South 102nd Street
Omaha, Nebraska 68127
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 402-331-7856
Not Applicable
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(Former name or former address, if changed since last report)
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
On August 11, 2000, Ameritrade Holding Corporation (the "Company")
filed a Current Report on Form 8-K to report its acquisition of Financial
Passport, Inc. ("FPI") on July 21, 2000. Pursuant to Item 7 of Form 8-K, the
Company indicated that it would file certain financial information no later than
the date by which such information is required to be filed pursuant to Form 8-K.
This Amendment is filed to provide such required financial information.
(a) Financial Statements of Businesses Acquired
Included herein as Exhibit 99.1 are the audited Consolidated Financial
Statements of Pace Financial Network LLC for the years ended December 31, 1999
and December 31, 1998 with accompanying Report of Independent Auditors. As
described in Note 7 to the Consolidated Financial Statements, Pace Financial
Network LLC was a predecessor entity of FPI.
Included herein as Exhibit 99.2 are the unaudited Consolidated
Condensed Financial Statements of FPI for the six months ended June 30, 2000 and
June 30, 1999.
(b) Pro Forma Financial Information
The following pro forma financial information, together with
accompanying summary and notes, is included herein as Exhibit 99.3:
(i) Ameritrade Holding Corporation Unaudited Pro Forma Combined
Condensed Balance Sheet as of June 30, 2000
(ii) Ameritrade Holding Corporation Unaudited Pro Forma Combined
Condensed Statement of Operations for the Year Ended September
24, 1999
(iii) Ameritrade Holding Corporation Unaudited Pro Forma Combined
Condensed Statement of Operations for the Nine Months Ended
June 30, 2000
(c) Exhibits
2.1 Merger Agreement, dated as of June 30, 2000, among Ameritrade
Holding Corporation, Financial Passport, Inc., OM Acquisition
Sub I, Inc. and OnMoney Financial Services Corporation
(incorporated by reference to Exhibit 2.1 to the Company's
Current Report on Form 8-K filed on August 11, 2000).
23.1 Consent of Ernst & Young LLP
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99.1 Consolidated Financial Statements of Pace Financial Network LLC
for the years ended December 31, 1999 and December 31, 1998
99.2 Unaudited Consolidated Condensed Financial Statements of
FPI for the six months ended June 30, 2000 and June 30, 1999
99.3 Unaudited Pro Forma Combined Condensed Financial Statements of
Ameritrade Holding Corporation
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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.
Dated: September 26, 2000 AMERITRADE HOLDING
CORPORATION
By: /s/ John R. MacDonald
John R. MacDonald
Vice President and
Chief Financial Officer
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EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT
2.1 Merger Agreement, dated as of June 30, 2000, among Ameritrade Holding
Corporation, Financial Passport, Inc., OM Acquisition Sub I, Inc. and
OnMoney Financial Services Corporation (incorporated by reference to
Exhibit 2.1 to the Company's Current Report on Form 8-K filed on
August 11, 2000).
23.1 Consent of Ernst & Young LLP
99.1 Consolidated Financial Statements of Pace Financial Network LLC for
the years ended December 31, 1999 and December 31, 1998
99.2 Unaudited Consolidated Condensed Financial Statements of Financial
Passport for the six months ended June 30, 2000 and June 30, 1999
99.3 Unaudited Pro Forma Combined Condensed Financial Statements of
Ameritrade Holding Corporation
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