ITURF INC
8-K, 1999-08-12
CATALOG & MAIL-ORDER HOUSES
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     AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 11, 1999
- --------------------------------------------------------------------------------

                       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 11, 1999

                                   iTURF INC.
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

   DELAWARE                          0-25347                       13-3963754
(STATE OR OTHER                (COMMISSION FILE NO.)             (IRS EMPLOYER
JURISDICTION OF                                                  IDENTIFICATION
INCORPORATION)                                                       NUMBER)

435 HUDSON STREET
NEW YORK, NEW YORK                                                   10014
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICERS)                         (ZIP CODE)


                                 (212) 807-9060
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)




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 Item 5.  Other Events.

         On August 11, 1999, the Company made the following statements in
connection with its recent announced regarding a definitive agreement to acquire
Taponline.com, Inc., the owner of the OnTap.com Web site:

         - The Company expects that it will record incremental revenues of at
least $2.0 million in the fiscal year ending January 27, 2001 as a result of the
acquisition, if consummated.

         - The Company does not expect that the acquisition, if consummated,
will affect its forecast that it will become cash-flow positive in either the
third or fourth quarter of the fiscal year ending January 26, 2002. The Company
clarified that statements made by its President and Chief Executive Officer in a
media interview on August 10, 1999 referred to becoming cash flow positive, and
not necessarily "turning a profit" as reported by the Dow Jones news service.

         Statements contained in this report are forward-looking statements
(within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended). When used
in this report, the words "believe," "plan," "intend," "expect" and similar
expressions are intended to identify forward-looking statements. Readers are
cautioned not to place undue reliance on these forward-looking statements, which
apply only as of the date of this report. These statements are subject to risks
and uncertainties that could cause actual results to differ materially from
those contemplated in the forward-looking statements. Such risks and
uncertainties include, but are not limited to: fluctuations in consumer
purchasing patterns and advertising spending; timing of, response to and
quantity of our parent's catalog mailings and our own electronic mailings;
changes in the growth rate of internet usage and online user traffic levels;
actions of our competitors; the timing and amount of costs relating to the
expansion of our operations and acquisitions of technology or businesses and
their integration; general economic and market conditions; and other factors
outside our control. These factors, and other factors that appear in this report
or in our other Securities and Exchange Commission filings, including our
registration statement (No. 333-15153) on Form S-1, could affect our actual
results and could cause our actual results to differ materially from those
expressed in any forward-looking statements made by us or on our behalf.


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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.

Dated: August 11, 1999             iTurf Inc.

                                   By:    /s/ Stephen I. Kahn
                                          ------------------------------------
                                          Stephen I. Kahn
                                          Chairman of the Board, President and
                                          Chief Executive Officer






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