USINTERNETWORKING INC
8-K, 2000-04-24
COMPUTER PROGRAMMING SERVICES
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 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): April 18, 2000
                                                          ---------------


                            USinternetworking, Inc.
                        --------------------------------
                          (Exact Name of Registrant as
                             Specified in Charter)

                                     25737
                           ------------------------
                             (Commission File No.)

                                   52-2078325
                            ----------------------
                                 (IRS Employer
                              Identification No.)

                                    Delaware
                         ------------------------------
                          (State or Other Jurisdiction
                               of Incorporation)


                                  One USi Plaza
                       ---------------------------------
                         Annapolis, Maryland 21404-7478
                              (Address of Principal
                               Executive Offices)


                                 (410) 897-4400
                         ------------------------------
                             (Registrant's telephone
                          number, including area code)


<PAGE>   2


ITEM 5.     OTHER EVENTS


            On April 19, 2000 USinternetworking Inc. ("the Company"), issued the
press release filed herewith as Exhibit 99.1 in connection with the election of
Ken Sichau to the Board of Directors. The Company is filing this Current Report
on Form 8-K, together with Exhibit 99.1, with the Securities and Exchange
Commission.


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<PAGE>   3



                                   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.


       USinternetworking, Inc.



By:    /s/ William T. Price
       ------------------------------------
Name:  William T. Price
       ------------------------------------
Title: Vice President, General Counsel & Secretary
       -------------------------------------------

Date: April 21, 2000

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<PAGE>   4






                                  EXHIBIT INDEX

*      99.1.   Press release dated April 19, 2000.

- ---------------------------

*      Filed herewith.




<PAGE>   1


                                  EXHIBIT 99.1

FOR IMMEDIATE RELEASE


Contact:
Laura Taylor                                       Joseph Vukson
USinternetworking, Inc.                            FitzGerald Communications
(410) 897-3615                                     (617) 588-2258
[email protected]                               [email protected]


              USINTERNETWORKING NAMES AT&T'S KEN SICHAU TO POST ON
                            USI'S BOARD OF DIRECTORS

    PRESIDENT OF AT&T BUSINESS SERVICES SALES NEWEST MEMBER TO THE USI BOARD

ANNAPOLIS, APRIL 19, 2000 -USinternetworking, Inc. (USi, Nasdaq: USIX), the
leading Application Service Provider (ASP) today announced that Ken Sichau,
President of AT&T Business Services Sales, will join USi's Board of Directors.

Sichau leads AT&T's nationwide business sales organization, which provides a
full range of communications services, including data, Internet access and
hosting; local, long-distance and international calling and wireless services.
His organization generates $20 billion in annual revenue by serving the
networking needs of businesses of all sizes.

"We're pleased to have Ken Sichau join USi's board of directors," said
Christopher R. McCleary, Chairman and Chief Executive Officer of USi. "With 15
years experience in developing, marketing and selling leading-edge networking
services, Ken brings a unique perspective on how companies can leverage
networking technologies to improve their business."

Sichau, 45, has held a series of executive assignments in sales, marketing and
operations during his 15 years with AT&T He has created new business units to
launch AT&T into emerging markets, including managed data networks, integrated
value-added solutions, call centers and electronic commerce.

Prior to joining AT&T, Sichau served in the U.S. Navy as a naval aviator. He
holds an M.B.A. from Harvard University and a B.S. degree from the U.S. Naval
Academy.



<PAGE>   2


ABOUT USINTERNETWORKING, INC.

USinternetworking Inc. (NASDAQ:USIX) is a leading Application Service Provider
delivering e-commerce and enterprise software as a service. The Company's iMAP
portfolio of service offerings delivers the rich functionality of leading
software from Ariba, BroadVision, Lawson, Microsoft, Niku, Oracle, PeopleSoft,
and Siebel as a continuously supported, flat rate monthly service via an
advanced, secure global data center network. For more information, visit
www.usi.net.

Internet Managed Application Provider, iMAP, AppHost, PriorityPeering, USiGSP,
USiSAN and USiAccelerate are service marks of USinternetworking, Inc. All other
trademarks are the property of their respective owners. USi strategic partners
and providers are publicly traded on Nasdaq under the symbols: ARBA, BVSN, CSCO,
MSFT, NIKU ORCL, PSFT and SEBL.

Information in this release may involve expectations, beliefs, plans, intentions
or strategies regarding the future. These forward-looking statements involve
risks and uncertainties. All forward-looking statements included in this release
are based upon information available to USinternetworking Inc. as of the date of
the release, and we assume no obligation to update any such forward-looking
statement. The statements in this release are not guarantees of future
performance and actual results could differ materially from our current
expectations. Numerous factors could cause or contribute to such differences.
Some of the factors and risks associated with our business are discussed in the
Company's registration statement on Form S-1 declared effective by the
Securities and Exchange Commission ("SEC") on April 8, 1999, the Company's Form
10-K filed with the SEC on March 30, 2000, and in our other reports filed from
time to time with the SEC.





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