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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 (Date of earliest event reported) MAY 5, 1999
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E4L, INC.
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(Exact name of registrant as specified in charter)
Delaware I-6715 13-2658741
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(State or Other Juris- (Commission File Number) (IRS Employer Identi-
diction of Incorporation) fication No.)
15821 Ventura Boulevard, 5Th Floor, Encino, Ca 91436
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(Address of principle executive offices) (Zip Code)
Registrant's telephone number, including area code 818-461-6400
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National Media Corporation
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(Former name or former address, if changed since last report.)
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Exhibit Index appears on Page 4 hereof.
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ITEM 5. OTHER EVENTS.
On May 5, 1999, e4L, Inc. announced that it had signed a non-binding
letter of intent with BuyItNow, Inc. to jointly form a new company dedicated
to global electronic commerce. A copy of the press release announcing the
execution of the letter of intent is attached hereto as Exhibit 99 and
incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
99 Press Release, dated May 5, 1999.
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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.
E4L, INC.
(Registrant)
Date: May 6, 1998 By: /s/ Daniel M. Yukelson
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Name: Daniel M. Yukelson
Title: Executive Vice President and Chief Financial
Officer
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EXHIBIT INDEX
NO.
99 Press Release, dated May 5, 1999, of e4L, Inc.
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EXHIBIT 99
E4L, INC. AND BUYITNOW.COM
FORM NEW GLOBAL E-COMMERCE SUPERSTORE
LOS ANGELES, CA - May 5, 1999 - E4L, Inc. (NYSE: ETV) today announced that it
has signed a letter of intent with BuyItNow, Inc. to jointly form a new
company dedicated to global electronic commerce.
The new entity will include BuyItNow.com, a multi-category Internet e-tailer
featuring eight individually-branded, product-specialized stores, owned by
BuyItNow and found online at WWW.BUYITNOW.COM, e4L, Inc. will contribute: (i)
branding and promotions within e4L television and radio media and packages
sent to its two million customers; (ii) its online revenues from the sale of
its "As seen on TV" products (found at WWW.E4L.COM), (iii) a commitment for
up to $10 million of additional financing; and (iv) executive management
expertise. Additional electronic commerce assets through mergers,
acquisitions, and strategic joint ventures are planned for the new entity,
which will operate under the BuyItNow -Registered Trademark- brand and will be
managed by the current BuyItNow team.
It is contemplated that e4L will own a majority interest in the new company.
E4L and BuyItNow anticipate that one or more strategic partners will
contribute additional assets in the near future, for which it or they would
receive an ownership interest in the new company.
The new entity will consider making shares available through an initial
public offering at a later date, provided market conditions remain favorable.
At such time, e4L anticipates that e4L shareholders could receive a
to-be-determined number of shares in the new company as a dividend.
Stephen C. Lehman, Chairman and Chief Executive Officer of e4L, Inc. said,
"This is a very significant step toward unlocking the value of e4L's
television, radio, and Internet infrastructure as a driver of e-commerce. The
new company -as a "pure play" electronic commerce and Internet company,
backed by e4L's leveraged media and powerful marketing and branding
capability - will be a major player in the new world of e-tailing.
"BuyItNow.com has built an infrastructure that superserves its customers and
allows them to chat live online with the separate store managers and customer
service specialists," said Mr. Lehman. "BuyItNow is already one of the most
comprehensive e-tailing sites and is ramping its infrastructure and customer
base at a tremendous pace. Its spectacular e-commerce platform, combined with
e4L's leverage of $120 million in U.S. television media and $80 million in
international media, will make BuyItNow.com the destination of choice for
online shoppers."
Anthony Link, President and Chief Executive Officer of BuyItNow, Inc., said,
"The key to success for e-commerce Websites is 'branding, branding,
branding'. Consumer awareness is absolutely crucial to attracting shoppers
and no other company can match e4L's media leverage and ability to drive a
brand. E4L's direct response television already reaches every television
household in America and almost a billion people throughout the world. E4L
will globally brand BuyItNow by inserting promotions into e4L's current
television, radio, and Internet infrastructure.
Mr. Link continued, "Obviously, as we successfully developed BuyItNow.com,
our first inclination was to immediately pursue an initial public offering.
But we quickly recognized that e4L can so turbocharge BuyItNow.com, that it
became more compelling for us to defer the initial offering while the new
company achieves the brand awareness that e4L can provide. We look forward to
joining Steve Lehman and his team in making BuyItNow.com the leading Website
for consumers."
BuyItNow.com features thousands of brand name products as well as unique,
hard-to-find items in a "WebPlaza" -Registered Trademark- concept. It is
particularly acclaimed for its customer-friendly online experience, which
includes "store managers" or "e-reps" who are highly-trained product
specialists to find and explain products; specialists in computer hardware,
software and the Internet to help with any online shopping problems; and fast
turnaround of customer delivery. BuyItNow offers money-back guaranteed low
prices, 100% satisfaction, and on-line security. The "stores" in its virtual
shopping center include:
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- ElectronicCentral.com (cameras, security systems, stereos, etc.) -
ForAKid.com (arts and crafts, preschool, stuffed animals, toys, etc.) -
ForTheKitchen.com (bakeware, cookbooks, cutlery, gourmet gadgets, etc.) -
Gift-O-Rama.com (cigars, collector items, games, personal care, etc) -
HouseDecor.com (candles, Christmas, clocks, lamps, vases, etc.) -
OutsideLiving.com (barbecues, landscaping tools, furniture, etc.) -
Tooling Around (automotive, cordless tools, power tools, etc.) -
YourHomeCenter.com (bath fixtures, ceiling fans, heaters, lighting, etc.)
The transaction between e4L, Inc. and BuyItNow is subject to execution of a
definitive agreement, approval of the BuyItNow shareholders, and regulatory
approvals.
BT Alex. Brown Incorporated served as financial advisor to the new entity.
E4L, Inc., the world's largest publicly held direct response television
company, sells consumer products via television, radio and the Internet. The
Company uses this multimedia infrastructure to leverage its e-commerce
platform. E4L broadcasts more than 3,000 half hours of programming each week
throughout the world, reaches 100% of television homes in the United States,
brings its programming to more than 370 million television households in more
than 70 countries worldwide, and provides video programming and shopping over
the Internet. Some of its most recent infomercial products are described at
its home page - WWW.E4L.COM; its infomercials can be viewed online at
WWW.BROADCAST.COM/SHOPPING/; and e4L's membership-based buying service
offering 800,000 products over the Internet can be found at
WWW.EVERYTHING4LESS.COM . E4L simulcasts its Everything4Less Show over radio
and the Internet, where the Show is viewed and heard on a real time basis at
WWW.BROADCAST.COM/SHOPPING/.
This press release contains forward-looking statement regarding potential
future events and developments affecting the business of the Company. The
Company wishes to take advantage of certain "safe harbor" provisions
regarding forward-looking statements. Examples of forward-looking statements
include, but are not limited to, (i) projections of revenues, income or loss,
profitability, earnings or loss per share and other financial indicators,
(ii) statements of plans or objectives of the Company's management or Board
of Directors and (iii) other statements about the Company or the direct
response or electronic commerce industries.
The Company's ability to predict projected results or the effect of certain
events on the Company's results of operations is inherently uncertain.
Therefore the Company wishes to caution each reader of this release to
carefully consider certain factors, including competition for customers,
media pricing and access, market conditions regarding buyers and sellers of
media, the potential effect of litigation involving the Company, the risks of
doing business in the U.S. and the international marketplace, issues related
to entering new markets and the electronic commerce industry, the inherent
difficulty in identifying successful products, locating efficient suppliers
of such products and bringing such products to market in a timely fashion,
the uncertainty of the marketplace for initial public offerings and/or for
mergers and acquisitions, and other factors, each of which could affect the
ability of the Company to achieve its projected results and may cause actual
results to differ materially from those expressed herein. For a description
of additional risks and uncertainties, please refer to the Company's filings
with the Securities and Exchange Commission; including the Company's Annual
report and Quarterly Reports.
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Contact: Bruce Goodman Claudia de Llano
818.461.6510 818.461.6467
[email protected]
[email protected]
Contact: Marcellus Taylor 918.294.6000 [email protected]
[To request previous press releases on e4L, Inc. or an investors package,
please contact Suzanne Flaig at (818) 461-6461.]
