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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 Act of 1934
Date of Report (Date of earliest event reported): January 12, 1998
SHOPPING.COM
(Exact name of registrant as specified in its charter)
CALIFORNIA 333-36215 33-0733679
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
2101 E. COAST HIGHWAY, GARDEN LEVEL
CORONA DEL MAR, CALIFORNIA 92625
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (714) 640-4393
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(Former name or former address, if changed since last report.)
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ITEM 5 OTHER EVENTS.
On January 12, 1998, the Company announced an 18-month agreement with AT
Home Corporation, a high speed interactive services provider via its @Home
Network. The agreement consists of a broadband strategic promotion of
Shopping.com across @HomeGuide pages, Home page and other areas on the @Home
Network (www.home.net) increasing the company's Internet presence, offering over
one million brand name products on the @Home service.
This report, including the Press Release filed as an exhibit hereto, is
incorporated by reference.
ITEM 7 EXHIBITS.
The following exhibits are filed as part of this report in accordance
with the provisions of Item 601 of Regulation S-K:
Exhibit Name of Exhibit
- ------- ---------------
10.13 Agreement with Home Network dated December 15, 1997
99.0 Press Release dated January 12, 1998
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SIGNATURE
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.
SHOPPING.COM
Date: January 13, 1998 By: /s/ Kristine E. Webster
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Kristine E. Webster
Chief Financial Officer and Treasurer
(Principal Accounting Officer)
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EXHIBIT INDEX
EXHIBIT NAME OF
NUMBER EXHIBIT
10.13 Agreement with Home Network dated December 15, 1997
99.0 Press Release dated January 12, 1998
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EXHIBIT 10.13
AGREEMENT WITH HOME NETWORK
DATED DECEMBER 15, 1997
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@HOME; THE COMPANY
@Home Network, headquartered in Redwood City, California, distributes high-speed
interactive services to residences and businesses via its own network
architecture and a variety of transport options including the cable industry's
hybrid-fiber coaxial (HFC) infrastructure and tleco circuits. The cable
connection provides users significant increases in speed over conventional
Internet access, and @Home's national, multimegabit backbone allows for unique
content offerings that go beyond current Web experiences.
@Home Network is not simply a connection to the already overloaded Internet.
Instead, @Home uses advanced network technology to enable connections that are
hundreds of times faster than traditional telephone modems. In addition, @Home
Network provides a high level of network management and customer support,
complemented by multimedia content that is tailored to the network's bandwidth
capabilities. @Home Network is well-differentiated from other Internet
connectivity solutions by its high speed, performance-engineered network (able
to transmit data up to hundreds of times faster than traditional dial-up
services and up to 75 times faster than ISDN) and its fully featured service
offerings.
Since its founding in May 1995, @Home Network had reached affiliate agreements
with eight top cable companies in North America including TCI, Comcast
Corporation, Cox Communications, Cablevision Systems Corp., InterMedia Partners,
Marcus Cable, Rogers Cablesystems Limited and Shaw Communications Incorporated.
To date, @Home Network and its cable partners have deployed high-speed
residential services in multiple U.S. markets, including Arlington Heights,
Illinois; Fremont, California; Baltimore, Maryland; Hartford, Connecticut;
Sarasota, Florida; Northern and Central New Jersey; Orange County, California;
Seattle, Washington; San Diego, California; Phoenix, Arizona; Philadelphia,
Pennsylvania; Detroit, Michigan; Omaha Nebraska and Nashville, Tennessee. @Home
deployments will continue in 1998 in select national markets.
@HOME MISSION STATEMENT
To provide high-speed, fully integrated, multimedia services which will
revolutionize the way people interact with information and each other at home
and at work.
CAMPAIGN OBJECTIVES
@Home Network and Shopping.com will develop a broadband interactive marketing
campaign to build Shopping.com brand awareness, develop strong relationships
with online shoppers, and drive online transactions. The campaign will consist
of broadband promotion across the @Home Guide pages, Home page and exclusive
three month bonus sponsorships of two of the following "wizards": How Do
I...(SM) Find an Apartment, How Do I...(SM) Restaurant Locator, and How Do I
...(SM) Job Listings. By partnering with @Home, the market leader in Internet
broadband delivery, to develop this program,
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Shopping.com will gain an early understanding into the incremental business
opportunities available via broadband access to the "wired household."
The program will consist of two (2) promotional elements: broadband promotion
and a bonus sponsorship.
[Graphics]
Broadband Site-wide Promotion:
The Visionary Level of participation will allow Shopping.com to take full
advantage of @Home Network's bandwidth, targeting and tracking capabilities to
derive rich learnings on the impact of broadband promotion. These benefits
include: large file size ads (multiple megabite), contexual targeting, 3D Media
Matrix to measure ad effectiveness, custom reports, customers intimacy programs,
and access to @Home staff across all functional areas.
1,500,000 impressions will be guaranteed to Shopping.com over the course of the
eighteen (18) month program. Promotions will run site wide with strategic
placement on the Home page.
[Graphics]
Exclusive Bonus Sponsorship: How Do I...(sm) "Wizards."
Shopping.com will be the exclusive sponsor of two of the following "wizards":
How Do I...(sm) Find an Apartment, How Do I...(sm) Restaurant Locator, and How
Do I...(sm) Job Listings on @Home Network. Shopping.com is guaranteed to be the
default position for three months on the two chosen "wizards" and will work with
@Home on the implementation in order that it is designed to the satisfaction of
Shopping.com.
While sponsoring the "wizards," Shopping.com will have a key position to
influence consumers as they seek to find the easy-to-access collection of
solutions to a broad array of common tasks.
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CAMPAIGN STRATEGY
An integrated marketing program with @Home will further strengthen
Shopping.com's relationship with internet shoppers and drive online
transactions.
Shopping.com has the opportunity to derive long term learning through launching
broadband campaigns on @Home Network that take advantage of @Home's Network's
high bandwidth network and targeting capabilities. Shopping.com will be able to
deliver large file size ads that are creatively engaging and compelling and
deliver more information to the end user. Shopping.com will reach affluent,
educated households during their home computing sessions that may not be
reachable via broadcast or whose time has shifted from TV and print to online.
Shopping.com can target campaigns by content area, geographic region, and
computer platform.
TARGET AUDIENCE
Neo-Hearthminders. @Home Network subscribers can be described as
neo-hearthminders people using new technologies in their home - people using new
technologies in their home. @Home Network reaches affluent, educated
techno-savvy families. They measure well above the typical web demographic in
number of years on the Internet, HH income and education. Early subscriber
survey results indicate an attractive and lucrative demographic:
53% consider themselves computer experts 30% have graduate degree
69% have a household income of 75K+ 66% are married
62% have more than one computer 44% have children in the home
CAMPAIGN BENEFITS
Exclusive three month sponsorship of two How Do I...(sm) "wizards"
1,500,000 guaranteed run of site impressions
Home page positioning plus targeting across content channels
Customized 3D Media Matrix to measure ad effectiveness across all channels with
an equal run of impressions
Weekly impression/click through reports by content channel and b*box creative
All strategic planning and creative assistance on broadband advertisements
Consulting on click stream data and analysis of @Home subscriber usage
Custom targeting by content area, zip code, OS, browser and cable operator
IMPRESSION FORECAST
(see attachment)
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CAMPAIGN COSTS
$262,500 gross
5% prepay discount
15% agency discount
20% first 15 CPM advertisers
$169,500 net for strategic planning, implementation and reporting on 1,500,000
impressions. This program will be monthly is eighteen equal payments of
$9,416.67.
TERMS
The parties agree as follows:
I. Definitions.
A. "Effective Date" means the date on which Shopping.com signs the
agreement.
B. "Commencement Date" means the date on which Shopping.com
promotional elements become commercially available to @Home
subscribers. The parties will use commercially reasonable efforts
to cause the Commencement Date to occur within ninety (90) days
after the Effective Date.
II. Term and Termination. This Agreement will begin on the Effective Date
and terminate eighteen (18) months from the Commencement Date, subject
to renewal by mutual agreement of the parties.
A. Terms for Renewal: If Shopping.com elects to renew the Agreement,
the terms and conditions of the agreement will continue during
the renewal term, except that Shopping.com will receive a 25%
discount off epm-based rates (in effect at the end of the
eighteen month term) for the duration of the renewal period.
B. Termination for Breach. In no event shall Shopping.com or their
agency(s) of record's inability to deliver strategies, digital
content or required time/resources constitute a breach of this
agreement.
Each of the undersigned agree to the terms of this proposal:
Shopping.com Corporation At Home Corporation
By: /s/ DOUG HAY By: /s/ CHRIS ZAK
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Doug Hay Chris Zak
Executive Vice President National Accounts Manager
12/15/97 12/15/97
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Date Date
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EXHIBIT 99.0
PRESS RELEASE DATED JANUARY 12, 1998
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FOR IMMEDIATE RELEASE...
SHOPPING.COM AND @HOME NETWORK
STRIKE PROMOTIONAL AGREEMENT TO REACH
ADDITIONAL INTERNET SHOPPERS
CORONA DEL MAR, Calif. - (January, 1998) - Shopping.com (OTC: IBUY), a
high-growth online retailer of the lowest priced and broadest mix of consumer
products, and @Home Network (NASDAQ:ATHM), the leader in high-speed Internet
service via Cable modem technology, today announced an 18-month agreement which
will give Shopping.com (www.shopping.com) a major presence as premier internet
shopping site, offering over one million brand name products, on the @Home
service. The agreement consists of broadband strategic promotion of Shopping.com
across the @Home Guide pages, Home page and other areas on the @Home Network.
"In addition to conventional Internet access, web shoppers will soon have
high-speed, direct access to Shopping.com's Superstore through the @Home
Network's cable Internet market," stated Douglas Hay, Chief Operating Officer at
Shopping.com. "We are very excited about the @Home opportunity. During the first
three days of our promotional program on @Home, we received equal or more "hits"
to our site through @Home than we received when customers used the AOL browser."
"(Quote from Christopher Zak, @Home National Account Manager or Charles Moldow,
@Home Network's Vice President of Media Development.)"
ABOUT SHOPPING.COM
Shopping.com, headquartered in Corona del Mar, CA, is a high-growth online
retailer offering the largest selection of top brand name consumer products
organized by category and targets both the consumer and commercial markets.
Utilizing state-of-the-art proprietary systems technology, Shopping.com offers
Internet shoppers over one million products, ranging from computers, books, Cds,
office products, at everyday low prices, with fast delivery using direct vendor
shipping, secure on-line payment protection and e-mail services to provide a
user-friendly web shopping experience. Shopping.com takes the hassle out of
searching for the lowest prices as its systems shops and compares product prices
of other retailers and retail web sites to offer customers added value with the
lowest wholesale prices.
ABOUT @HOME NETWORK
Based in Redwood City, California, @Home Network (www.home.net) distributes
high-speed interactive services to residences and businesses using its own
network architecture and a variety of transport options including the cable
industry's hybrid-fiber coaxial infrastructure. The cable connection provides
users significant increases in speed over conventional Internet services.
Leveraging the "always on" attributes of cable, @Home allows for unique
multimedia applications that go beyond current Web experiences. Since its
founding in May 1995, @Home Network has reached affiliate agreements with eight
leading cable companies in North America, including Tele-Communications Inc.,
Cablevision Systems Corp., Comcast Corporation, Cox Communications, InterMedia
Partners, Marcus Cable, Rogers Cablesystems Limited and Shaw Communications.
Visit Shopping.com's Superstore website at WWW.SHOPPING.COM or for further
information contact.
