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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): January 12, 2000
EARTHWEB INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE 000-25017 13-3899472
(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Identification No.)
Incorporation)
3 PARK AVENUE, NEW YORK, NEW YORK 10016
(Address of Principal Executive Offices) (Zip Code)
(212) 725-6550
(Registrant's telephone number, including area code)
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ITEM 5: Other Events.
On January 12, 2000 EarthWeb Inc. ("EarthWeb") announced its intention to raise
$75 million (excluding any over-allotments) through a 144A offering of
convertible subordinated notes.
A copy of the press release issued by EarthWeb on January 12, 2000 concerning
the offering is filed herewith as Exhibit 99.1 and is incorporated herein by
reference.
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.
EarthWeb Inc.
Dated: January 13, 2000 By: /s/ Jack D. Hidary
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Jack D. Hidary
President and Chief Executive
Officer
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Item 7: Exhibit No. Description
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99.1 January 12, 2000 press release: EarthWeb to Offer $75 Million of
Convertible Notes
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EXHIBIT 99.1
NEW YORK, Jan. 12 /PRNewswire/ -- EarthWeb Inc. (Nasdaq: EWBX) today announced
its intention to raise $75 million (excluding any over-allotments) through a
144A offering of convertible subordinated notes. The notes will be convertible
into shares of EarthWeb's common stock at a conversion price to be determined.
Proceeds from the Rule 144A offering will be used for general corporate
purposes, including expansion of sales and marketing capabilities, continued
development of business-to-business commerce initiatives, possible strategic
acquisitions or investments, international expansion, technical upgrade of
internal systems and working capital requirements.
The notes will not be registered under the Securities Act of 1933 and may not be
offered or sold in the United States absent registration or an applicable
exemption from the registration requirements under such act.
About EarthWeb
EarthWeb Inc. (www.earthweb.com) is the leading business-to-business portal to
the global IT industry. EarthWeb's integrated solutions include its flagship
services: earthweb.com, developer.com, datamation.com, dice.com,
Supportsource.com and ITKnowledge.com.
EarthWeb connects buyers to sellers, employers to employees, vendors to
customers, and technical professionals to a wealth of expert knowledge. In 1999,
EarthWeb was ranked the third fastest growing company within Business Week's
Info Tech 100. The Info Tech 100, which includes such industry leaders as Dell
Computer and Cisco Systems, is Business Week's list of "the builders of the new
economy."
This press release may be deemed to contain forward-looking information. Any
forward-looking statements are made pursuant to the safe harbor provisions of
the Private Securities Litigation Reform Act of 1995. Forward-looking
statements, including statements as to industry trends, future economic
performance, anticipated profitability, anticipated revenues and expenses, and
products or service line growth, may be significantly and materially impacted by
certain risks and uncertainties, including, but not limited to, failure to meet
operating objectives or to execute the operating plan, competition, and other
economic factors. Additional risks and uncertainties are described in the
Company's public filings with the Securities and Exchange Commission.
For more information contact: General Info., Doug DeLieto, Analyst Info., Jean
Young, or Media Info., Claudine Cornelis, 212-661-8030, of The Financial
Relations Board.
SOURCE EarthWeb Inc.
CONTACT: General Info., Doug DeLieto, Analyst Info., Jean Young, or Media Info.,
Claudine Cornelis, 212-661-8030, of The Financial Relations Board/
