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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): December 22, 2000
internet.com Corporation
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(Exact name of registrant as specified in its charter)
Delaware 000-26393 06-1542480
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(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation) Identification No.)
23 Old Kings Highway South
Darien, Connecticut 06820
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(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code: (203) 662-2800
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N/A
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(Former name or former address, if changed since last report.)
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Item 5. Other Events.
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On December 22, 2000 (the "Effective Date"), the Registrant agreed to
acquire (the "Acquisition") certain assets and to assume certain liabilities of
EarthWeb Inc., a Delaware corporation ("EarthWeb"), pursuant to an Asset
Purchase Agreement (the "Purchase Agreement"), dated as of December 22, 2000, by
and between the Registrant and EarthWeb. The Acquisition is expected to close on
December 26, 2000.
The consideration paid in the Acquisition (which was determined as a result
of arms'-length negotiations) consisted of a de minimus amount of cash plus the
assumption of certain de minimus liabilities of EarthWeb. In addition, the
Registrant agreed to provide EarthWeb with advertising services to be provided
over a three year period.
EarthWeb is a provider of online career development resources and technical
expertise to information technology professionals. The Registrant intends to
integrate the acquired assets, which include 14 Web sites and 18 e-mail
newsletters with the operations of the Registrant's existing business.
Item 7. Financial Statements and Exhibits.
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(a) Financial Statements of Business Acquired:
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The financial statements required by this item, if any, will be
filed by an amendment to this Current Report on Form 8-K as soon
as practicable but not later than 60 days after the date of this
filing.
(b) Pro Forma Financial Information:
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The pro forma financial statements required by this item, if any,
will be filed by an amendment to this Current Report on Form 8-K
as soon as practicable but not later than 60 days after the date
of this filing.
(c) Exhibits:
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99.1 Press release, dated December 26, 2000, of internet.com
Corporation
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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.
INTERNET.COM CORPORATION
Date: December 26, 2000 By: /s/ Christopher S. Cardell
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Christopher S. Cardell
President
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press release, dated December 26, 2000, of internet.com
Corporation
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