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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): AUGUST 4, 2000
NIKU CORPORATION
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(Exact name of Registrant as specified in its charter)
DELAWARE
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(State or other jurisdiction of incorporation)
000-28797 77-0473454
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(Commission (IRS Employer
File Number) Identification No.)
305 Main Street, Redwood City, CA 94063
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(Address of principal executive offices) (Zip Code)
(650) 298-4600
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(Registrant's telephone number, including area code)
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(Former name or former address, if changed since last report)
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ITEM 2: ACQUISITION OR DISPOSITION OF ASSETS
On August 4, 2000, Niku Corporation (the "Company"), completed the
acquisition of ABT Corporation, a New York corporation pursuant to a merger of a
wholly-owned subsidiary of the Company with and into ABT (the "Merger"), with
ABT surviving as a wholly-owned subsidiary of the Company. In connection with
the Merger, the Company issued an aggregate of 4,000,000 shares of its Common
Stock and $10.0 million in cash for all of the outstanding capital stock,
including stock options and warrants, of ABT, of which 400,000 shares will be
subject to an escrow to secure certain indemnification obligations of ABT and
$2.25 million in cash will be held in escrow to pay secure specified payment
obligations to warrant holders of ABT as well as to pay for certain transaction
expenses. The shares were issued pursuant to an exemption from registration
under Section 3(a)(10) of the Securities Act of 1933, as amended. Therefore,
these shares will generally be available for public resale at any time in the
future, subject to specified lock-up provisions contained in the merger
agreement. The Merger is intended to be a tax-free reorganization and will be
accounted for under the purchase method of accounting.
ITEM 7: FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements of Business Acquired.
The Company intends to file by amendment the required historical
financial statements for ABT no later than 60 days after the date of this Form
8-K.
(b) Pro Forma Financial Information.
The Company intends to file by amendment the required pro forma
financial statements reflecting the acquisition of all of the issued and
outstanding capital stock, including stock options and warrants, of ABT no later
than 60 days after the date of this Form 8-K.
(c) Exhibit.
The following exhibit is filed herewith:
2.1 Agreement and Plan of Reorganization, dated as of May 24,
2000, by and among the Company, Nation Acquisition Corp. and ABT Corporation.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
NIKU CORPORATION
Date: August 14, 2000 By: /s/ Mark Nelson
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Mark Nelson
Chief Financial Officer
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EXHIBIT INDEX
Exhibit 2.1 Agreement and Plan of Reorganization, dated as of May 24, 2000,
by and among the Company, Nation Acquisition Corporation and
ABT Corporation.
