NBC INTERNET INC
8-K, 2000-01-24
BUSINESS SERVICES, NEC
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   AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 24, 2000

- --------------------------------------------------------------------------------



                       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): JANUARY 24, 2000



                               NBC INTERNET, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


           Delaware                  000-27899                    94-3333463
- -------------------------------     -----------              -------------------
(State or other jurisdiction of     (Commission                 (IRS Employer
        incorporation)              File Number)             Identification No.)



                                 225 Bush Street
                         San Francisco, California 94104
               ---------------------------------------------------
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: (415) 288-2500



                                       N/A
          -------------------------------------------------------------
          (Former name or former address, if changed since last report)


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ITEM 5.  OTHER EVENTS.

         On January 24, 2000, the Registrant issued a press release, a copy of
         which is attached hereto as Exhibit 99.1 and incorporated herein by
         reference.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         (c)  Exhibits

         99.1 Press Release issued by the Registrant dated January 24, 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 thereunto duly authorized.

                                    NBC INTERNET, INC.



Date:  Janaury 24, 2000             /s/ John Harbottle
                                    --------------------------------------------

                                    John Harbottle, Executive Vice President
                                    Finance and Chief Financial Officer



<PAGE>

                                  EXHIBIT 99.1


NBC INTERNET, INC. ISSUES BETTER THAN EXPECTED PRELIMINARY FOURTH QUARTER PRO
    FORMA REVENUES OF $27.3 MILLION, AN INCREASE OF 163 PERCENT OVER YEAR AGO
    QUARTER

SAN FRANCISCO, CA, JANUARY 24, 2000 -- NBC Internet, Inc. (Nasdaq: NBCI)
today announced better than expected preliminary pro forma revenues of $27.3
million for the fourth quarter ended December 31, 1999. NBCi anticipates
announcing complete financial results for the fourth quarter after the close
of market on January 27, 2000.(1)

NBC Internet's (NBCi) preliminary fourth quarter pro forma revenues represent
the completion of the transactions that created NBCi, which was launched on
November 30, 1999 and represents the financial results of XOOM.com, Snap.com,
NBC.com, NBC Interactive Neighborhood and VideoSeeker, as if they had been
combined for the entire period from October 1, 1999 through December 31,
1999.

NBCi's preliminary pro forma revenues of approximately $27.3 million
represent a 38 percent increase over pro forma combined revenues of $19.8
million in the third quarter ended September 30, 1999 and an increase of 163
percent over pro forma combined revenues of $10.4 million for the year ago
quarter.(1)

These expected results are preliminary and are subject to the completion of
an audit of NBCi's December 31, 1999 financial statements and are not
necessarily indicative of the results to be expected for future periods.

ABOUT NBC INTERNET, INC.
NBC Internet, Inc. (NBCi), a branded global integrated media company,
commenced operations in November 1999. NBCi integrates major media platforms,
including Internet, broadcast and cable television and radio, to deliver
powerful ways for partners to connect with users and customers. NBCi's
flagship Web site, Snap (www.snap.com), provides a comprehensive online
experience to users worldwide via Internet search & directory, community,
shopping, e-commerce, multimedia and entertainment services across all
bandwidths.

NBCi was created through the combination of Snap, XOOM.com, NBC.com, NBC
Interactive Neighborhood, VideoSeeker and a 10 percent equity stake in
CNBC.com.  NBC, a subsidiary of General Electric (NYSE: GE) holds a 47
percent ownership stake in NBCi and brings to the venture the storied
heritage of 70 years of branded media and technology innovations. NBCi is
headquartered in San Francisco and has offices in New York City, Los Angeles,
Chicago and Paris, France. For more information about NBCi and its
constituent Internet services, please see the NBCi corporate Web site at
ww.nbci.com .

(1) The pro forma revenues presented herein are not presented on a basis
consistent with generally accepted accounting principles ("GAAP").  They
represent the pro forma combination of Xoom.com, Snap.com, NBC.com, NBC
Interactive Neighborhood, and Videoseeker, as if they had been combined at
the beginning of each of the periods presented.  They exclude: (i) revenues
earned by MightyMail Networks, Paralogic Software Corporation,


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and LiquidMarket prior to the dates they were each acquired by Xoom.com; and
(ii) certain non-recurring revenues earned from equity instruments by
NBC.com, NBC Interactive Neighborhood and Videoseeker.

THIS PRESS RELEASE CONTAINS STATEMENTS THAT ARE FORWARD-LOOKING. THESE
STATEMENTS ARE BASED ON NBCi's EXPECTATIONS OF ITS FUTURE RESULTS AS OF THE
DATE OF THIS PRESS RELEASE. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE
PROJECTED BECAUSE OF A NUMBER OF RISKS AND UNCERTAINTIES, INCLUDING THOSE
LISTED FROM TIME TO TIME IN NBC INTERNET INC.'S SEC REPORTS, INCLUDING BUT
NOT LIMITED TO XOOM.COM, INC.'S ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED
DECEMBER 31, 1998; XOOM.COM's QUARTERLY REPORTS ON FORM 10-Q FOR THE PERIODS
ENDED MARCH 31, 1999, JUNE 30, 1999 AND SEPTEMBER 30, 1999; AND THE
REGISTRATION STATEMENTS ON FORM S-1 AND FORM S-4 FILED BY NBC INTERNET, INC.,
AS AMENDED. IMPORTANT FACTORS THAT COULD CAUSE THE RESULTS TO DIFFER
MATERIALLY FROM THOSE IN ANY SUCH FORWARD-LOOKING STATEMENTS INCLUDE: NBCi's
LIMITED OPERATING HISTORY; UNPREDICTABILITY OF ITS QUARTER-TO-QUARTER
RESULTS; ITS UNPROVEN BUSINESS MODEL AND DEPENDENCE ON MEMBERS; RISKS
ASSOCIATED WITH ITS INTERNATIONAL OPERATIONS; ITS RELIANCE ON A NETWORK
INFRASTRUCTURE; ITS DEPENDENCE ON VENDORS AND SUPPLIERS; MANAGEMENT OF ITS
GROWTH AND EXPANSION; RISKS ASSOCIATED WITH BRAND DEVELOPMENT; ITS RELIANCE
ON ADVERTISING REVENUE; INTENSE COMPETITION WITH OTHER WEB COMMUNITIES AND
BUSINESSES; THE RISKS OF INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS; RISKS
ASSOCIATED WITH ACQUISITIONS; AND RELIANCE ON STRATEGIC RELATIONSHIPS.

                                  ###

CONTACTS:

Investor Relations Contact:
Roger Maes, NBCi Corporate Communications, 415/288-2568, [email protected]

Media Contact:
Robert Silverman, NBCi Corporate Communications, 212/664-2756,
                  [email protected]












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