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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
August 16, 1999
Date of Report
(Date of earliest event reported)
INFOSPACE.COM, INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
0-25131 91-1718107
(Commission File No.) (IRS Employer Identification Number)
15375 N.E. 90th Street
Redmond, Washington 98052
(Address of Principal Executive Offices)
425-602-0600
(Registrant's Telephone Number, Including Area Code)
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Item 5. Other Events
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On August 16, 1999, InfoSpace.com, Inc. ("InfoSpace.com") announced that it
has reached a definitive agreement to acquire INEX Corporation, an Ontario
company.
A copy of the press release is attached at Exhibit 99.1 to this Current
Report on Form 8-K.
Item 7. Exhibits
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(c) Exhibits
99.1 Press Release dated August 16, 1999, regarding InfoSpace.com's
announcement of the acquisition of INEX Corporation, an
Ontario company.
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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.
Date: August 25, 1999 INFOSPACE.COM, INC.
By: /s/ Ellen B. Alben
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Vice President, Legal and Business
Affairs and Secretary
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INDEX TO EXHIBITS
Exhibit
Number Description
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99.1 Press Release dated August 16, 1999, regarding InfoSpace.com's
announcement of the acquisition of INEX Corporation, an Ontario
company.
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EXHIBIT 99.1
Press Release
August 16, 1999
InfoSpace.com to Acquire INEX to Expand Commerce Services Offering
Merchants The Ability to Build Online Stores
InfoSpace.com's affiliates will be able to offer e-tailers and local
merchants the ability to instantly create, publish, promote
and manage secure online stores
REDMOND, Wash.--August 16, 1999--InfoSpace.com (NASDAQ:INSP), a leading Internet
infrastructure company, today announced it has signed a definitive agreement to
acquire Toronto-based INEX Corporation, a provider of Internet commerce
applications that deliver a complete, affordable, and easy-to-use solution for
merchants to build, manage and promote online storefronts.
The acquisition of INEX is part of InfoSpace.com's overall strategy to enable e-
commerce on the Internet by offering a wide range of private label commerce
services to affiliates that bring buyers and sellers together in many ways. The
first commerce service, ActiveShopper, was recently launched on more than 700
Web sites. ActiveShopper is an integrated private label shopping service that
offers users the ability to search, research and buy a product online and obtain
special product promotions. The acquisition will enable InfoSpace.com to offer
its affiliates the online storefront building tools they need to attract and
host e-tailers and local merchants on their site.
Under the terms of the acquisition, which will be accounted for as a pooling of
interests, the Company will exchange 900,000 shares of common stock for all of
INEX's outstanding shares, warrants and options. The historical operations of
INEX are material to the Company's results of operations, therefore, prior
period financial statements will be restated for this acquisition. The
acquisition is expected to be completed in September, and is subject to
customary conditions, including the receipt of regulatory approval and INEX
shareholder approval.
"We are seeing rapid growth in the online commerce area and we've had tremendous
demand among businesses of all sizes to establish online stores and obtain
distribution through our affiliate network," said Naveen Jain, chairman and CEO,
InfoSpace.com. "InfoSpace.com currently provides commerce opportunities
including distribution, promotion and customer acquisition for thousands of
today's leading merchants. Now, we will be able to offer affiliates a way to
attract e-tailers and local businesses to build, manage and promote online
storefronts on their sites. In turn, we will integrate these online stores with
our other services such as ActiveShopper, white pages, yellow pages and
classifieds, giving our affiliates and local merchants the ability to be every
place a buyer and seller can meet on the Web."
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With the addition of INEX, InfoSpace.com will re-launch INEX ezStore, a browser-
based storefront building solution, as InfoSpace.com StoreBuilder, offering
merchants a complete setup, design, hosting and promotional service.
InfoSpace.com StoreBuilder is designed to enable non-technical users to
instantly create, publish and manage high-quality online stores. The product is
also designed to allow advanced Web designers to design highly customized,
scalable sites.
The Company will continue to offer and support INEX's suite of Internet commerce
applications as stand-alone offerings to hosting service providers and also as a
part of InfoSpace.com's full range of offerings. Merchants from any of INEX's
service providers will be able to build stores online and take advantage of
InfoSpace.com's comprehensive commerce and promotional services. In addition to
the launch of StoreBuilder, the acquisition incorporates INEX's ezPage
application, which enables local and national merchants to build a home page
describing their business and link it to a yellow page online storefront.
"INEX's suite of commerce applications provides a simple and cost-efficient way
for merchants to get their products online, process orders, conduct payment
processing, and promote their products," said Alex Barrotti, founder and CEO,
INEX Corporation. "Integrating our products into InfoSpace.com's commerce
services will provide online merchants access to a vast distribution network,
resulting in a compelling and comprehensive e-commerce offering."
InfoSpace.com's affiliate network has an unduplicated reach of over 85% of all
Internet users. InfoSpace.com reaches the largest audience of any single Web
site and is well positioned to deliver merchants a powerful platform for
distributing and merchandising their goods and acquiring customers.
InfoSpace.com plans to consolidate operations in their Redmond, Wash.
headquarters but plans to maintain a full sales office to support current INEX
customers.
For more in-depth information on this new product, visit
http://www.infospace.com/storebuilder.
About INEX Corporation
Headquartered in Toronto, Canada, INEX provides a full suite of affordable and
easy-to-use Internet Commerce solutions that enable small and medium businesses
to create and manage online storefronts. INEX ezStore is a browser-based
solution that allows merchants to set up and manage all aspects of their online
business using any Web browser with minimal hosting provider support. INEX
applications interoperate with a host of industry standards and environments,
allowing merchants to maximize their investment in existing business systems and
processes. In April 1998, Compaq Computer Corporation (NYSE: CPQ) announced a
minority equity investment in INEX, to help bring affordable electronic commerce
solutions to the small and medium business marketplace. For more information on
INEX, visit the company's Web site http://www.inex.com or call 1-888-487-INEX.
About InfoSpace.com, Inc.
InfoSpace.com is a leading Internet infrastructure company. InfoSpace.com
provides private label solutions for content, community and commerce to Web
sites and Internet appliances. InfoSpace.com's affiliate network consists of
more than 1,800 Web sites. The Company's
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affiliates include AOL, Netscape, Microsoft, Lycos, go2net Inc.'s MetaCrawler,
Dow Jones (The Wall Street Journal Interactive Edition), and ABC LocalNet. In
addition, InfoSpace.com has agreements with a number of providers of Internet
access devices including PCs by Acer America and The Pixel Company (for Packard
Bell NEC), cellular phones by AT&T Wireless and UnWired Planet, pagers by
WolfeTech (for Motorola), screen phones by InfoGear, Mitel, Mitsui and Lucent,
television set-top boxes by American Interactive Media, @Home, Lucent, On
Command, Planetweb and Source Media, online kiosks by King kiosk platform and
Lexitech kiosk platform, and personal digital assistants by AT&T Wireless,
InfoGear and Unwired Planet.
This release contains forward-looking statements relating to the planned
acquisition of INEX, the development of the Company's products and services, the
integration of the Company's products and services with those of INEX and future
operating results. These forward-looking statements are subject to certain
risks and uncertainties that could cause actual results to differ materially
from those projected. The words "believe," "expect," "intend," "anticipate,"
variations of such words, and similar expressions identify forward-looking
statements, but their absence does not mean that the statement is not forward-
looking. These statements are not guarantees of future performance and are
subject to certain risks, uncertainties and assumptions that are difficult to
predict. Factors that could affect the Company's actual results include
seasonality, the rate of adoption by advertisers of the Internet as an
advertising medium, the ability of the Company to successfully integrate its
products and services with those of INEX, market acceptance of these products
and services and competition. A more detailed description of certain factors
that could affect actual results include, but are not limited to, those
discussed in the Company's Annual Report on Form 10-K, in the section entitled
"Factors Affecting InfoSpace.com's Operating Results, Business Prospects And
Market Price Of Stock." Readers are cautioned not to place undue reliance on
these forward-looking statements, which speak only as of the date of this
release. The Company undertakes no obligation to update publicly any forward-
looking statements to reflect new information, events or circumstances after the
date of this release or to reflect the occurrence of unanticipated events.
