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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 03/01/2000
(Date of earliest event reported:_02/28/2000_)
CYBERGOLD, INC.
(Exact name of registrant as specified in its charter)
Delaware 000-27329 94-3212392
(State or other jurisdiction Commission File Number) (IRS Employer
of incorporation) Identification No.)
1330 Broadway, 12th Floor
Oakland, California 94612
(Address of Principal Executive Offices) (Zip Code)
510-302-3000
(Registrant's telephone number, including area code)
Not applicable.
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ITEM 5. OTHER EVENTS
On February 28, 2000, the Registrant issued a press release, a copy of
which is attached hereto as Exhibit 99(a) and incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
(a) Financial Statements of Businesses Acquired.
Not applicable.
(c) Exhibits.
99(a) Press Release issued by the Registrant dated March 28, 2000.
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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.
[ ]
By: /s/ A. NATHANIEL GOLDHABER
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A. Nathaniel Goldhaber]
Chief Executive Officer
Dated: March 01, 2000
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EXHIBIT INDEX
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EXHIBIT NUMBER DESCRIPTION
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99(a) Press Release issued by the Registrant dated March 28, 2000.
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Exhibit 99(a)
Cybergold Acquires Permission Marketer itarget.com
Acquisition Catapults Cybergold Membership to Six Million
OAKLAND, CA. - Feb.28, 2000 - Cybergold, Inc. (NASDAQ: CGLD), the
leading Internet incentives company that rewards consumers with cash, today
announced that it has signed a definitive agreement to acquire itarget.com in
exchange for 1.85 million shares of Cybergold stock.
A leader in Internet marketing, San Diego-based itarget.com is a
permission e-mail marketing company that rewards its members with premium
products delivered on-line, including free long-distance service. itarget.com
has 1.3 million opt-in members and currently acquires over 10,000 members per
day with detailed demographic capture on more than 70 percent.
"The acquisition adds a cadre of seasoned marketing professionals to
the Cybergold management team," said Nat Goldhaber, chief executive officer and
president of Cybergold. "itarget.com's membership base, marketing skill set, and
on-line premium delivery capabilities complement Cybergold's cash incentives and
enhance the scope of services we provide to our more than 400 advertisers. We
are providing our partners with another pay-for-performance vehicle to acquire
customers at improved ROI."
The combined membership base of the two companies exceeds six million
opt-in members, growing at over 20,000 unique members per day.
Jonathan Weisz, itarget.com's founder and chief executive officer,
said, "Now our combined team offers cash and long-distance rewards, improving
our value proposition to advertisers and consumers."
Goldhaber said, "Advertisers should immediately reap the benefits of
the combined company. We should better be able to monetize the member base of
each company by offering cash to those who prefer cash rewards and free
long-distance time to the balance."
The acquisition of itarget.com is to be completed within 30 days as a
pooling of interests.
ABOUT ITARGET.COM
itarget.com is a permission-based direct e-mail marketing company based
in San Diego, California. More than 1.3 million itarget.com members have granted
their permission for itarget.com to market products and services to them.
itarget.com has been growing at a rate of more than 10,000 new members per day.
ABOUT CYBERGOLD
Cybergold, Inc. (NASDAQ: CGLD) pioneered Internet incentives by
rewarding consumers with cash for responding to ads and programs. Cybergold's
more than 4 million members can spend their cash rewards online or at the sites
of 56 merchants who have adopted Cybergold's payment technology. Members can
also spend their cash rewards offline by transferring it to a VISA card or a
bank account. Cybergold's partnerships include Visa USA, MBNA, AOL, EarthLink,
E*TRADE, Quintel and Autobytel. Cybergold is headquartered in Oakland,
California and counts Intel among its corporate investors. For more information,
visit www.cybergold.com
Statements in this press release regarding Cybergold, Inc.'s business
which are not historical facts are forward-looking statements within the meaning
of Section 21E of the Securities Exchange Act of 1934, as amended, including
statements regarding the Company's expectations, beliefs, hopes, intentions or
strategies regarding the future. Forward-looking statements include statements
regarding future revenue and market growth. All forward-looking statements
included in this document are based upon information available to the Company as
of the date hereof, and the Company assumes no obligation to update any such
forward-looking statement. Actual results could differ materially from the
Company's current expectations. For a discussion of such risks and
uncertainties, which could cause actual results to differ from those contained
in the forward-looking statements, see "Risk Factors" in the Company's
registration statement on Form S-1, as amended.
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