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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) DECEMBER 1, 1999
ETOYS INC.
(Exact name of registrant as specified in charter)
DELAWARE 000-25709 95-4633006
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
3100 OCEAN PARK BLVD., SUITE 300, SANTA MONICA, CALIFORNIA 90405
(Address of principal executive offices) (ZIP code)
Registrant's telephone number, including area code:
(310) 664-8100
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ITEM 5. OTHER EVENTS
On December 1, 1999, the Company issued a press release, a copy of
which is filed herewith as Exhibit 99.1 and is incorporated herein by
reference, which announced a $150 million private placement of 6.25%
Convertible Subordinated Notes due December 1, 2004 of the Company.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
(a) Financial Statements
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
99.1 Press release of eToys Inc. issued December 1, 1999.
2
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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.
eToys Inc.
(Registrant)
DATE: December 8, 1999 By: /s/ Steven J. Schoch
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Name: Steven J. Schoch
Title: Senior Vice President and
Chief Financial Officer
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EXHIBIT 99.1
Contact: Suki Shattuck
eToys
310.664.8356
[email protected]
eTOYS ANNOUNCES $150 MILLION PRIVATE
PLACEMENT OF CONVERTIBLE DEBT
SANTA MONICA, Calif., December 1, 1999 - eToys Inc. (Nasdaq: ETYS), today
announced that it has agreed to make a private placement of $150 million
principal amount of 6.25% Convertible Subordinated Notes due December 1, 2004
through a Rule 144A offering. The notes are non-callable for three years and
convertible into shares of eToys Inc. common stock at a rate of 13.5323
shares of eToys Inc. common stock for each $1,000 principal amount of notes,
subject to adjustment in certain circumstances. This is equivalent to a
conversion price of approximately $73.8975 per share.
Net proceeds will be used for working capital and general corporate purposes.
A portion of net proceeds may be used to fund acquisitions of complementary
businesses, products or technologies.
The notes have not been registered under the Securities Act of 1933, as amended,
and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements.