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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) : April 11, 2000
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SONICPORT.COM, INC.
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(Exact name of registrant as specified in its charter)
Nevada
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(State or other jurisdiction of incorporation)
0-23365 84-1290152
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(Commission File Number) (IRS Employer Identification No.)
1641 20th Street, Santa Monica CA, 90404
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (310) 828-1999
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ITEM 5. OTHER EVENTS
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As of April 11, 2000, Sonicport.com, Inc. (the "Company") sold 800,000
shares of its Series A Convertible Preferred Stock ("Preferred Stock") at a
purchase price per share of $2.50, for the total purchase price of $2,000,000,
in a private placement to an accredited investor. Under the terms of the
Preferred Stock placement, the holder may convert its shares of Preferred Stock
into the Company's common stock ("Common Stock") at a conversion price equal to
60% of the ten days trading average closing bid price of the Company's Common
Stock, immediately preceding the conversion date. The shares of Preferred Stock
are convertible at the option of the holder.
The Company also completed on April 11, 2000, the first phase of its
private placement of up to 2,000,000 shares of the Company's Common Stock, in
the amount of $230,000 (92,000 shares of Common Stock). The Company
offered its Common Stock at a purchase price of $2.50 per share to accredited
investors only. The Company anticipates that it will continue its offering of
Common Stock and expects to complete it by May 1, 2000. No assurances can be
given, however, that the Company will be able to close its placement by such
date.
The private placements of the Company's Preferred Stock and Common
Stock, respectively, were made pursuant to applicable provisions of sections
4(2) and 4(6), and Regulation D under the Securities Act of 1933.
Set forth below is the Company's capitalization as of March 31, 2000
(unaudited) and as of April 11, 2000 on pro-forma basis.
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CAPITALIZATION
The following table sets forth the Company's unaudited balances at March 31,
2000 and the pro forma effect of the April 2000 sale of 800,000 shares of
Preferred Stock and the completion of the first phase of the April 2000 sale of
92,000 shares of Common Stock as of April 11, 2000:
<TABLE>
<CAPTION>
Balances at Pro forma
3/31/00 Pro forma balances,
(unaudited) adjustments 3/31/00
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<S> <C> <C> <C> <C>
Current Liabilities $ 755,000 - $ 755,000
Long Term Debt 750,000 (500,000) (3) 250,000
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Total liabilities 1,505,000 (500,000) 1,005,000
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Shareholders' Equity:
Preferred stock, no par value
10,000,000 shares authorized
0 shares outstanding
(Pro forma 800,000 shares issued and
outstanding) - 2,000,000 (1) 2,000,000
Common stock, $0.0001 par value
90,000,000 authorized
25,095,148 shares issued and outstanding
(Pro forma: 25,372,491 shares
issued and outstanding,(2)(3) 2,524 29 (2)(3) 2,553
Common stock committed, $0.0001 par value,
679,306 shares committed but not yet issued
(Pro forma: 1,803,310 shares committed
but not yet issued) 4,870,324 - 4,870,324
Additional paid-in capital (2) (3) 7,067,255 699,971 (2)(3) 7,767,226
Deficit accumulated during the development stage (10,086,291) - (10,086,291)
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Total shareholders' equity 1,853,812 2,700,000 4,553,812
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$ 3,358,812 $2,200,000 $ 5,558,812
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(1) April 2000 sale of 800,000 shares of Preferred Stock at $2.50 per share
(2) Completion of the first phase of the Private Placement of $230,000 (92,000 shares at $2.50),
less $30,000 in estimated expenses
(3) Conversion of $500,000 in Convertible Debt into 200,000 shares of Common Stock as of April 11, 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 thereunto duly authorized.
Dated: April 11, 2000 SONICPORT.COM, INC.
By: /s/ David Baeza
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David Baeza
President and Chief Executive Officer
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