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UNITED STATES
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 28, 2000
JFAX.COM, Inc.
(Exact name of Registrant as specified in its charter)
Delaware 0-25965 51-0371142
(State of (Commission (I.R.S. Employer
incorporation) Number) Identification No.)
JFAX.COM, Inc.
d.b.a. JFAX Communications, Inc.
6922 Hollywood Blvd.
Suite 900
Los Angeles, California 90028
(Address of principal executive offices)
(323) 860-9200
(Registrant's telephone number, including area code)
(Former Address, if changed since last report)
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Item 5. Other Events.
On August 28, 2000, JFAX.COM, Inc. ("JFAX") filed with the Securities and
Exchange Commission ("SEC") a registration statement on Form S-4 (Registration
No. 333-44676). The registration statement contains (i) certain information
regarding JFAX's pending merger with eFax.com, (ii) Consolidated Financial
Statements as of December 31, 1999 and for the year then ended, and related
Notes to such Consolidated Financial Statements, of eFax.com (iii) Condensed
Consolidated Financial Statements as of June 30, 2000 and for the six months
then ended, and related Notes to such Condensed Consolidated Financial
Statements, of eFax.com, and (iv) Unaudited Pro Forma Condensed Combining
Financial Statements for the year ended December 31, 1999, as of June 30, 2000
and for the six months then ended, in each case for JFAX and eFax.com after
giving effect to their proposed merger. This information and these financial
statements are incorporated herein by reference for the purpose of further
incorporation by reference into certain filings by JFAX with the SEC under the
Securities Act of 1933, as amended.
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Page No. Reference to
S-4 Registration
Information Incorporated by Reference Statement No. 333-44676
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<S> <C>
Description of the Merger and the Merger Agreement 74 through 109
and Related Agreements
eFax.com Consolidated Financial Statements as of D-40 through D-60
December 31, 1999 and for the year then ended and
related Notes to such Consolidated Financial
Statements
eFax.com Condensed Consolidated Financial Statements D-67 through D-77
as of June 30, 2000 and for the six months then ended
and related Notes to such Condensed Consolidated
Financial Statements
Unaudited Pro Forma Condensed Combining Financial 176 through 180, 182
Statements for the year ended December 31, 1999,
as of June 30, 2000 and for the six months then
ended and related Notes to such Unaudited Pro
Forma Condensed Combining Financial Statements
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Item 7. Financial Statements and Exhibits
(c) Exhibits
23.1 Consent of KPMG LLP
23.2 Consent of Deloitte & Touche LLP
99.1 Description of the Merger and the Merger Agreement and Related Agreements*
99.2 eFax.com Consolidated Financial Statements as of December 31, 1999 and for
the year then ended and related Notes to such Consolidated Financial
Statements*
99.3 eFax.com Condensed Consolidated Financial Statements as of June 30, 2000
and for the six months then ended and related Notes to such Condensed
Consolidated Financial Statements*
99.4 Unaudited Pro Forma Condensed Combining Financial Statements for the year
ended December 31, 1999, as of June 30, 2000 and for the six months then
ended and related Notes to such Unaudited Pro Forma Condensed Combining
Financial Statements*
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* Incorporated by reference to JFAX's Registration Statement on Form S-4
filed with the SEC on August 28, 2000, Registration No. 333-44676.
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, thereunto duly authorized.
Dated: September 13, 2000
JFAX.COM, Inc.
(Registrant)
By: /s/ Nicholas V. Morosoff
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Nicholas V. Morosoff
Secretary and General Counsel
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