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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) July 24, 2000
WORLDGATE COMMUNICATIONS, INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE 000-25755 23-2866697
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
3190 Tremont Avenue, Trevose, PA 19053
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (215) 354-5100
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ITEM 5. OTHER EVENTS
On July 24, 2000, WorldGate Communications, Inc. ("WorldGate") entered
into multi-year agreements with Adelphia Communications Corporation
("Adelphia"), Comcast Cable Communications Inc. ("Comcast") and Cox
Communications, Inc. ("Cox") and agreed to an extension of an existing
agreement with Charter Communications, Inc. ("Charter", and together with
Adelphia, Comcast and Cox, the "MSOs"), for the digital deployment of the
WorldGate Internet on EVERY TV-SM- Service to a predetermined number of
households. Along with the deployment agreements, the MSOs will also purchase
an aggregate of 1,531,211 shares of WorldGate for $24.5 million.
Additionally, each MSO was issued a warrant to purchase up to an additional
500,000 shares of WorldGate, which warrants vest based upon the distribution
of the WorldGate Service beyond the initial commitments.
WorldGate also entered into a separate joint venture with the MSOs,
called TVGateway-SM-. TVGateway will license WorldGate's patented Channel
HyperLinking-SM- and Ultra-Thin Client-SM- technology from WorldGate, which
can provide the back office infrastructure support necessary to implement
interactive advertising and programming for the MSO's digital set-top boxes.
TVGateway also will license WorldGate's Application Launcher technology, in
which multiple applications can be easily interchanged in the digital set-top
box.
A copy of the press release announcing these agreements is filed as Exhibit
99.1 and incorporated in this report by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
EXHIBIT NO. DESCRIPTION
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99.1 Press Release dated July 26, 2000
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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.
WORLDGATE COMMUNICATIONS, INC.
Date: July 26, 2000 By: /s/ HAL M. KRISBERGH
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Hal M. Krisbergh
Chief Executive Officer
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.1 Press Release dated July 26, 2000