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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)
NOVEMBER 2, 2000
MAIL.COM, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 000-26371 13-3787073
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
11 BROADWAY, 6TH FLOOR
NEW YORK, NY 10004
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(Address of principal executive offices)
Registrant's telephone number, including area code (212) 425-4200
N/A
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Former Name or Former Address, if Changed Since Last Report
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ITEM 5. OTHER EVENTS
On November 2, 2000, Mail.com, Inc. (the "Company") announced its
intention to sell all assets not related to its core outsourced messaging
business, including its subsidiaries Asia.com, Inc. and India.com, Inc. and its
portfolio of category-defining domain names such as USA.com, Europe.com,
Japan.com, lawyer.com and accountant.com.
The sale of these assets is the next step in the execution of the
Company's previously stated strategy to focus exclusively on its outsourced
messaging business. On October 26, 2000, the Company announced that it retained
SG Cowen to sell its advertising network business. The Company plans to use any
proceeds received from the sales to fund the Company's outsourced messaging
business, for acquisitions related to its core business and for other general
corporate purposes.
This report may contain statements of a forward-looking nature relating
to the future events or the future financial results of the Company. Investors
are cautioned that such statements are only predictions and that actual events
or results may differ materially. In evaluating such statements, investors
should specifically consider the various factors that could cause actual events
or results to differ materially from those indicated in such forward-looking
statements. These include: historic and continuing losses; the need to raise
additional capital in the future; significant leverage; potential obstacles in
the development of the market for Internet messaging and collaboration services
outsourcing, such as concerns about security and reliability and the ability to
attract additional customers or to expand services sold to existing customers;
significant competition; the retention and hiring of key personnel; computer
system failure and interruption of service; the risks of international
operations, including regulatory uncertainties; the risks inherent in an
acquisition strategy; and the ability to sell any or all of the Company's
advertising network business, Asia.com, India.com or the Company's domain names
upon favorable terms or at all, the timing, terms and conditions of any such
sales and the form or amount of consideration that may be received. These and
other risks and uncertainties are described in more detail in the Company's most
recent prospectus filed with the Securities and Exchange Commission and in
subsequent filings with the Securities and Exchange Commission.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
None
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SIGNATURE
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: November 2, 2000
MAIL.COM, INC.
By: /s/ Debra McClister
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Debra McClister, Executive
Vice President and Chief
Financial Officer
