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FILED PURSUANT TO RULE 424(b)(3) AND (c)
FILE NUMBER 333-63725
FIFTH PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED OCTOBER 1, 1998
5,582,144 SHARES OF COMMON STOCK
GO2NET, INC.
This Fifth Prospectus Supplement (the "Fifth Prospectus Supplement")
supplements the Prospectus dated October 1, 1998, the First Prospectus
Supplement dated November 12, 1998 ("First Prospectus Supplement"), the Second
Prospectus Supplement dated January 22, 1998 ("Second Prospectus Supplement"),
the Third Prospectus Supplement dated March 10, 1999 ("Third Prospectus
Supplement") and the Fourth Prospectus Supplement dated October 25, 1999
("Fourth Prospectus Supplement") of Go2Net, Inc. relating to the public
offering, which is not being underwritten, and sale of up to 5,582,144 shares of
common stock, par value $.01 per share of Go2Net, which may be offered and sold
from time to time by the selling shareholders of Go2Net identified in the
Prospectus or by pledgees, donees, transferees or other successors in interest
that receive such shares as a gift, partnership distribution or other non-sale
related transfer. Go2Net will receive no part of the proceeds of such sales. The
Shares were originally issued or reserved for issuance by Go2Net in connection
with Go2Net's acquisition of:
o Silicon Investor, Inc., a Delaware corporation, pursuant to a merger with a
wholly-owned subsidiary of Go2Net; and
o Hypermart, Inc., a Delaware corporation, pursuant to a merger with a
wholly-owned subsidiary of Go2Net.
The "Selling Stockholders" section of the Prospectus, the First Prospectus
Supplement, the Second Prospectus Supplement, the Third Prospectus Supplement
and the Fourth Prospectus Supplement is hereby supplemented to reflect the
transfers made after the date of the Prospectus by: Barry Dryer to Presbyterian
Church (USA) Foundation in the amount of 1,000 shares, Michael McDermott to
Goldman Sachs in the amount of 55,062 shares, and Allen Graber to Salomon Smith
Barney in the amount of 29,035 shares. This Fifth Prospectus Supplement should
be read in conjunction with the Prospectus, the First Prospectus Supplement, the
Second Prospectus Supplement, the Third Prospectus Supplement and the Fourth
Prospectus Supplement, and is qualified by reference to the Prospectus, the
First Prospectus Supplement, the Second Prospectus Supplement, the Third
Prospectus Supplement and the Fourth Prospectus Supplement, except to the extent
that the information herein contained supercedes the information contained in
the Prospectus, the First Prospectus Supplement, the Second Prospectus
Supplement, the Third Prospectus Supplement and the Fourth Prospectus
Supplement. Capitalized terms used in this Fifth Prospectus Supplement and not
otherwise defined herein have the meanings specified in the Prospectus.
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THE DATE OF THIS FIFTH PROSPECTUS SUPPLEMENT IS OCTOBER 25, 1999
SELLING STOCKHOLDERS
On September 3, 1999, of the Shares beneficially owned by Barry Dryer
reflected in the Prospectus and the supplements thereto, 1,000 of which were
transferred to Presbyterian Church (USA) Foundation.
On September 29, 1999, of the Shares beneficially owned by Michael
McDermott reflected in the Prospectus and the supplements thereto, 55,062 of
which were transferred to a margin account at Goldman Sachs.
On September 29, 1999, of the Shares beneficially owned by Allen Graber
reflected in the Prospectus and the supplements thereto, 29,035 of which were
transferred to an exchange fund at Salomon Smith Barney.
The table of Selling Stockholders in the Prospectus and the supplements
thereto are hereby amended to reflect such transfers and supplemented to
specifically include Shares received in such transfers.
