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UNITED STATES
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): September 11, 2000
BEYOND.COM CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
0-24457 94-3212136
(Commission File Number) (I.R.S. employer identification No.)
3200 PATRICK HENRY DRIVE
SANTA CLARA, CA 95054
(Address of principal executive offices)
(408) 855-3000
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
On September 11, 2000, Beyond.com Corporation (the "Company")
consummated the exchange offer of its 7 1/4% Convertible Subordinated Notes (the
"Old Notes") due December 1, 2003 for its 10 7/8% Convertible Subordinated Notes
(the "New Notes") due December 1, 2003 (the "Exchange Offer"). The Exchange
Offer expired on September 6, 2000 at 5:00 p.m., Eastern Daylight Time. Holders
of approximately 98.6% of the Old Notes exchanged their Old Notes, with an
aggregate value of approximately $62.3 million, for New Notes, with an aggregate
value of approximately $41.6 million.
As a result of the Exchange Offer, the Company's balance sheet as of
June 30, 2000 (on a pro forma basis including the effect of the Exchange Offer)
reflects that the Company's Net Tangible Assets (as defined in the Nasdaq
National Market Continued Inclusion Requirements) are $30.2 million, which
exceeds Nasdaq's listing requirement of $4 million. Furthermore, at the close of
business on September 11, 2000, the Company's common stock closed at a bid price
of $1.1875.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
99.1 Press Release dated September 7, 2000
99.2 Unaudited Pro Forma Balance Sheet of Beyond.com Corporation as of June 30,
2000 adjusted to reflect the consummation of the Exchange Offer
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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.
BEYOND.COM CORPORATION
By: /s/ Curtis A. Cluff
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Curtis A. Cluff
Chief Financial Officer
Dated: September 11, 2000
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EXHIBIT INDEX
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EXHIBIT DESCRIPTION
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99.1 Press Release dated September 7, 2000
99.2 Unaudited Pro Forma Balance Sheet of Beyond.com Corporation as of
June 30, 2000 adjusted to reflect the consummation of the
Exchange Offer
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