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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
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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): September 12, 2000
EARTHLINK, INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE 001-15605 58-2511877
(State of Incorporation) (Commission File Number) (IRS Employer
Identification Number)
1430 WEST PEACHTREE STREET, SUITE 400
ATLANTA, GEORGIA 30309
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: 404-815-0770
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
ACQUISITION OF ONEMAIN.COM, INC.
On September 12, 2000, EarthLink, Inc. ("EarthLink") completed its
acquisition of OneMain.com, Inc. ("OneMain") through a merger of OneMain into OM
Combination, Inc., the wholly-owned subsidiary of EarthLink formed to complete
the acquisition. The announcement of the pending acquisition was previously
reported by EarthLink in a Form 8-K Current Report filed on June 21, 2000.
OneMain is an Internet service provider based in Reston, Virginia.
The aggregate purchase price for OneMain was approximately $262
million, or $10.06 per share for each of OneMain's 26,048,003 common shares
outstanding. The aggregate purchase price consisted of $155,350,289.89 in cash
and $200,000.00 in estimated cash payments in lieu of fractional shares, and
9,278,298 shares of EarthLink Common Stock valued at $106,700,427.00 at a
closing price of $11.50 on September 11, 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.
EARTHLINK, INC.
Date: September 19, 2000 By:
/s/ Samuel R. DeSimone, Jr.
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Samuel R. DeSimone, Jr.
Executive Vice President and
General Counsel