<PAGE>
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 1934
Date of Report (Date of earliest event reported): June 4, 2000
Register.com, Inc.
(Exact name of registrant as specified in charter)
Delaware
(State or other jurisdiction of incorporation)
0-29739 11-3239091
------------------------ ---------------------------------
(Commission File Number) (IRS Employer Identification No.)
575 Eighth Avenue, 11th Floor, New York, New York 10018
-------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 798-9100
--------------
<PAGE>
Item 2. Acquisition or Disposition of Assets
On June 4, 2000, the Registrant acquired all of the outstanding capital
stock of Inabox Inc., a technology firm specializing in the design and
development of online building tools for Internet service providers (ISPs), Web
hosting companies and community sites, for $1,000,000 in cash and 260,000 shares
of the Registrant's common stock, pursuant to an Agreement and Plan of Merger,
dated as of June 4, 2000, by and among the Registrant, RCOM Acquisition Corp. I,
a Delaware corporation and a wholly-owned subsidiary of Registrant, Inabox Inc.,
a Delaware corporation, and the stockholders of Inabox Inc. (the "Merger
Agreement"). The Registrant has agreed to issue the stockholders of Inabox Inc.
up to an additional 40,000 shares in the event Inabox Inc. meets conditions
specified in the Merger Agreement.
The source of the funds used in this acquisition are from the proceeds
of Registrant's initial public offering.
The Company has granted the stockholders of Inabox Inc. piggy-back
registration rights with respect to the shares issued to them in connection with
the Inabox acquisition.
Reference is made to the related press release filed as Exhibit 20.1
hereto, which is incorporated by reference herein.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
20.1 Press Release dated June 5, 2000
2
<PAGE>
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.
REGISTER.COM, INC.
By: /s/ Jack S. Levy
-----------------------------
Jack S. Levy, General Counsel
and Secretary
Dated: June 19, 2000
3
