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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): September 28, 1999
Mpath Interactive, Inc.
(Exact name of Registrant as specified in its charter)
DELAWARE 000-25399 94-3217317
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
665 Clyde Avenue
Mountain View, California 94043
(Address of principal executive offices) (Zip code)
(650) 429-3900
(Registrant's telephone number, including area code)
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Item 5. Other Events.
a. On September 28, 1999, Mpath Interactive, Inc., a Delaware corporation,
announced that it will acquire Resounding Technology, Inc., a Delaware
corporation. This acquisition will be accomplished by the statutory merger
(the "Merger") of ITR Acquisition Corp., a Delaware corporation and a
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wholly-owned subsidiary of Mpath, with and into Resounding. The Merger will
be accomplished pursuant to the Agreement and Plan of Merger, dated as of
September 27, 1999, among Mpath, Resounding, and ITR Acquisition Corp., and a
related Certificate of Merger, following approval by the stockholders of
Resounding and satisfaction of other closing conditions. A copy of Mpath's
press release announcing the Merger is attached as Exhibit 99.1 hereto and
incorporated by reference herein.
b. Mpath also announced on September 28, 1999 that it is doing business as
"HearMe." A copy of Mpath's press release announcing the name change is
attached as Exhibit 99.1 hereto and incorporated by reference herein.
c. On October 7, 1999, Mpath filed a patent infringement suit against Lipstream
Networks, Inc. and Lipstream Networks, Inc. dba Delaware Lipstream Networks,
Inc. in the United States District Court, Northern District of California,
San Jose Division. On October 13, 1998, Mpath was issued United States Patent
No. 5,822,523, entitled "Server-Group Messaging System for Interactive
Applications." The action alleges that Lipstream infringes this patent
through the sale and licensing of its products. Mpath is seeking a court
order to enjoin Lipstream from further sale or licensing of infringing
products and is also seeking to recover damages, attorneys fees and costs.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits. 99.1 Press Release dated September 28, 1999.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
Mpath Interactive, Inc.
(Registrant)
Date: October 22, 1999 By: /s/ Linda Palmor
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Linda Palmor, Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit
Number Description
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99.1 Press release dated September 28, 1999
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Exhibit 99.1
Mpath Drives to Make Live Voice Ubiquitous on the Web
Internet Voice Strategy Solidified by Acquisition of Resounding Technology, Inc.
and Company Name Change to "HearMe"
Mountain View, CA - (September 28, 1999)
MOUNTAIN VIEW, Calif.--(BUSINESS WIRE)--Sept. 28, 1999--As proof of its ongoing
mission to enable every Web site and Web user with real-time communications
capabilities centered around live voice, Mpath Interactive, Inc. (Nasdaq:MPTH -
news) announced today that it will acquire Massachusetts-based Resounding
Technology, Inc., developer of Roger Wilco, an innovative voice-enabled
application on the Web.
Terms of the acquisition were not disclosed. As further evidence of its
commitment to the live voice market, Mpath also announced it has renamed the
company "HearMe" (www.hearme.com). This change will allow the company to build a
strong brand reflecting the rich experience associated with live audio
interaction among people on the Internet. Company shares will now be traded
under the symbol HEAR on the Nasdaq exchange (Nasdaq:HEAR - news) beginning
Wednesday, September 29, 1999.
The Live Voice Market Opportunity
The acquisition of Resounding and the accompanying name change from Mpath
Interactive to HearMe better position the company to capitalize on significant
trends in the Internet industry that are opening the door for mass consumer
adoption of live voice. First, HearMe will take advantage of an evolving area of
Web usage focused on communications, collaboration, and community that is
already being driven by the increasing popularity of e-mail, chat and instant
messaging.
As consumers continue to demonstrate their enthusiasm for using the Internet to
share ideas, meet people and collaborate, voice is the natural next step in the
evolution of the Internet as a mass medium. HearMe is building upon its
technology to offer support for new voice applications as the market expands.
Recognizing this next phase of Internet development, HearMe believes live voice
on the Internet will become one of the most personal and compelling experiences
through which groups of consumers can interact online. HearMe is uniquely poised
to drive this opportunity and will use its expertise, technology, consumer
understanding and business model to drive widespread adoption of live voice over
the Web.
"The market for voice applications on the Internet is developing even faster
than we anticipated and the acquisition and name change are part of our overall
strategy to take advantage of the opportunity", said Paul Matteucci, president
and CEO of HearMe (formerly Mpath Interactive, Inc.). "Ultimately, we envision
that consumers will be able to leverage the personal qualities of
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live voice, wherever they go on the Internet. We anticipate that voice will
drive future applications for group communication such as distance learning,
live auctions, e-commerce sales fulfillment, business-to-business collaboration,
customer support, technical service and conference calling."
Since the introduction of its own live voice community, HearMe.com(TM) in
January 1999, the company has witnessed significant growth in voice chat usage
and adoption. Usage trends over the second quarter of 1999 have shown that each
voice chat visitor on average spends more than 300 minutes per month using voice
chat.
In addition to signing up additional voice chat partners such as NetNoir and
Teen.com, the company's myVoiceChat(TM) affiliate program, continues to see new
sites sign up to bring voice chat to their sites. Since its launch in July, the
myVoiceChat program has attracted more than 18,000 Web site affiliates.
Similarly, since its commercial launch in May 1999, Resounding's Roger Wilco
voice chat application has received over 350,000 downloads.
Cost Leadership Now, Consumer Broadband Later
The acquisition of Resounding combines two complementary voice technologies that
together provide a broad range of voice solutions that blend seamlessly to take
advantage of next generation Internet voice applications.
Not only will the combined solution offer one of the most cost-effective
solutions for bringing voice to the international marketplace, but it provides
an extremely economical approach to implementing new voice and rich media
applications as broadband becomes a reality and the desire for richer Internet
experiences grows.
"HearMe has demonstrated clear leadership in building live voice chat
communities on the Internet," said Adam Frankl, CEO of Resounding. "We believe
our technology perfectly complements their existing products and services and
will enable HearMe to offer a comprehensive range of live voice solutions to the
mass consumer market."
HearMe expects to announce a series of products and services over the next year
which take advantage of the combined technology platform. Products will comprise
a range of offerings for communities, personal communication and collaboration.
Third Quarter Results on Track
The company also announced that it continues to execute according to its
business plan. Performance to date provides a solid foundation from which HearMe
can move forward with the next phase of its strategy for Internet voice. The
company's third quarter revenues are expected to be between $3.8 and $4.1
million. Similarly, basic and diluted losses per share are expected to be
between $.23 and $.24 for the quarter ending September 30, 1999 excluding an
anticipated one-time charge relating to the Resounding acquisition.
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Capitalizing on Live Voice
HearMe will accelerate investment in sales, marketing and technology development
over the next five quarters to establish the HearMe(TM) brand, integrate and
advance the combined technologies, and to increase capacity to handle greater-
than-expected demand for live voice over the Internet.
The combined impact of these incremental investments will be approximately $25
million over five quarters beginning in the fourth quarter of 1999. The company
expects these investments to increase reach and brand awareness dramatically,
while lowering operating costs, beginning in the second half of 2000.
The company intends to focus its marketing efforts on growing the market for
live voice by promoting the HearMe.com service and products based on the HearMe
technology platform. This quarter, the company has already launched a
significant new print campaign highlighting its myVoiceChat affiliates and voice
chat benefits in national trade and business publications such as the The Wall
Street Journal. Over the next five quarters, HearMe intends to expand its
marketing efforts in national print, radio, Web, and location-based promotions.
The company's goal is to increase usage of HearMe's live voice services from the
current level to more than 1 billion user minutes per month by the end of 2000,
and 3 billion by the end of 2001.
About Resounding
Resounding Technology, Inc. is the developer of Roger Wilco a free real-time
voice chat program that enhances communication among communities of users on the
Internet. Since its commercial launch in May 1999, Roger Wilco has already
hosted over 350,000 consumer downloads. In addition to offering consumer
products and services, Resounding also offers a software developer's kit (SDK)
for software publishers who want to integrate voice with their applications.
Resounding Technology, Inc. is based in North Adams, Mass.
About HearMe
HearMe is dedicated to reshaping today's Internet applications into real-time
interactive experiences through which large groups of people can interact and
communicate using text, voice, and video. The company develops, operates and
licenses technology that enables real-time Internet communication and
communities where people can gather to share affinities, interests, or ideas.
Communication tools such as text chat applications and instant messengers are
already incorporating HearMe's technology to enable real-time voice interaction
among multiple people.
HearMe operates its own real-time consumer Internet communities, HearMe.com and
Mplayer.com(TM). Companies working with HearMe technology and services include
Yahoo!, Macromedia, Fujitsu, GTECH Corporation, LG InterNet, and CSK Sega.
Founded in early 1995, HearMe is located in Mountain View, Calif.
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Except for the historical information contained herein, the matters discussed in
this news release are forward-looking statements that involve risks and
uncertainties that could cause actual results to differ materially from those in
such forward-looking statements. Potential risks and uncertainties include,
without limitation, the Company's dependence on its ability to significantly
increase its membership base, user minutes, advertising revenue and revenue from
Technology Products customers, to maintain and develop strategic relationships
with media, Internet and technology companies and to compete effectively. These
and other risk factors are described in detail in the Company's Registration
Statement on Form S-1, the Company's reports on Form 10-Q for the periods ended
March 31, 1999 and June 30, 1999 and in the Company's other filings with the
Securities and Exchange Commission.
HearMe, HearMe.com, people-to-people, mplayer.com, and Mpath, are trademarks of
Mpath Interactive, Inc. Mplayer and Mpath Interactive are registered trademarks
of Mpath Interactive, Inc. All other product or service names mentioned herein
are trademarks of their respective owners.
