<PAGE> 1
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): August 22, 2000
QUOKKA SPORTS, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
000-26311 94-3250045
(Commission File Number) (I.R.S. Employer Identification No.)
525 Brannan Street, Ground Floor, San Francisco, CA 94107
(Address of Principal Executive Offices)
(415) 908-3800
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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INFORMATION TO BE INCLUDED IN REPORT
ITEM 5. OTHER EVENTS
On June 21, 2000, Quokka Sports, Inc. (the "Company") approved the
issuance of a warrant to National Broadcasting Company, Inc. ("NBC") for the
purchase of 10 million shares of the Company's common stock, par value $0.0001
per share ("Common Stock"), (the "Warrant"). The Warrant was issued pursuant to
the terms of a Warrant Issuance Agreement dated as of August 22, 2000 by and
between the Company and NBC (the "Warrant Issuance Agreement") and for cash
consideration of $500,000. Under the terms of the Warrant, NBC may exercise up
to one-third of the total number of shares represented by the Warrant on or
after June 21, 2001 at an initial exercise price of $8.89 per share, with
another one-third of the total number of shares exercisable on or after June 21,
2002 at an initial exercise price of $13.34 per share and the remaining number
of shares exercisable on or after June 21, 2003 at an initial exercise price of
$20.00 per share. The Warrant expires on December 31, 2004. The number of shares
of Common Stock represented by the Warrant and the initial exercise prices may
be adjusted pursuant to the terms contained in the Warrant.
The foregoing description of the Warrant Issuance Agreement and the
Warrant is qualified in its entirety by reference to the Warrant Issuance
Agreement, the Warrant and the press release of the Company dated August 22,
2000, entitled "Quokka Sports Announces Expanded Strategic Relationship with
NBC," copies of which are filed herewith as Exhibits 4.1, 4.2 and 99.1,
respectively, and each of such Exhibits hereby is incorporated herein by
reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
<TABLE>
<CAPTION>
Exhibit
Number Description
------ -----------
<S> <C>
4.1* Warrant Issuance Agreement dated as of August 22, 2000 by and between Quokka
Sports, Inc. and National Broadcasting Company, Inc.
4.2 Warrant dated August 22, 2000 issued to National Broadcasting Company, Inc.
99.1 Press Release titled "Quokka Sports Announces Expanded Strategic Relationship
with NBC" dated August 22, 2000
</TABLE>
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* Exhibit A to the Warrant Issuance Agreement is filed as an exhibit to the
Current Report on Form 8-K filed on April 14, 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.
QUOKKA SPORTS, INC.
By: /s/ Alan Ramadan
------------------------------------
Alan Ramadan
President and Chief Executive Officer
Dated: August 31, 2000
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description
------ -----------
<S> <C>
4.1* Warrant Issuance Agreement dated as of August 22, 2000 by and between Quokka
Sports, Inc. and National Broadcasting Company, Inc.
4.2 Warrant dated August 22, 2000 issued to National Broadcasting Company, Inc.
99.1 Press Release titled "Quokka Sports Announces Expanded Strategic Relationship
with NBC" dated August 22, 2000
</TABLE>
-------------------------------
* Exhibit A to the Warrant Issuance Agreement is filed as an exhibit to the
Current Report on Form 8-K filed on April 14, 2000.
