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 18, 2000
(January 14, 2000)
Rare Medium Group, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 000-13865 23-2368845
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(State or Other (Commission File No.) (IRS Employer
Jurisdiction of Identification No.)
Incorporation)
565 Fifth Avenue, 29th Floor, New York, New York 10017
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(Address of Principal Executive Offices, including Zip Code)
(212) 883-6940
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(Registrant's telephone number, including area code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events
On January 18, 2000, the Registrant issued a press release filed
herewith as Exhibit 99.1, which is incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statements of Businesses Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
Exhibit No. Description
99.1 Press Release issued by Rare Medium
Group, Inc. on January 18, 2000.
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 hereto duly authorized.
RARE MEDIUM GROUP, INC.
(Registrant)
DATE: January 18, 2000 By: /s/ Jeffrey J. Kaplan
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Name: Jeffrey J. Kaplan
Title: Executive Vice President and
Chief Financial Officer
Exhibit 99.1
[Logo] RARE MEDIUM GROUP INC
565 Fifth Avenue, Suite 2900
New York, New York 10017
<TABLE>
<S> <C>
Jeffrey J. Kaplan Joseph M. Zappulla
Executive Vice President & Chief Financial Officer Managing Director
Rare Medium Group Inc. Wall Street Investor Relations Corp.
212-883-6940 301-948-3430
[email protected] [email protected]
</TABLE>
RARE MEDIUM GROUP COMPLETES
$70 MILLION PRIVATE EQUITY FINANCING
NEW YORK, NY JANUARY 18, 2000 - Rare Medium Group Inc. (Nasdaq: RRRR), a
leading B-to-B Internet enabler, providing consulting, Internet development,
"ASP" services, and venture capital to next-generation B-to-B Internet
companies, today announced that it has completed a $70 million private equity
financing. The participants, which included Putnam Investments and Franklin
Resources, Inc., purchased an aggregate of 2.5 million shares of Common Stock.
Glenn S. Meyers, Rare Medium Group Inc.'s chairman, president and CEO,
commented, "We are pleased with the confidence these institutional investors
have shown by investing in Rare Medium."
About Rare Medium Group Inc.
Rare Medium Group Inc., through its wholly-owned subsidiary, Rare Medium Inc.,
provides Internet solutions and E-commerce strategies that improve business
processes, and develops branding strategies, marketing communications and
interactive content. Customers include large and medium-sized companies in the
financial, automotive, consumer service, retail, technology, entertainment and
consumer goods industries. Rare Medium Group Inc. seeks to incubate
paradigm-shifting ideas and build the next wave of blockbuster Internet
companies by investing capital and leveraging its Internet development and
solutions expertise. Currently, Rare Medium Group Inc. owns six incubator
companies and has 16 venture investments. The company is headquartered in New
York City and with its subsidiaries employs more than 700 Internet
professionals in 12 offices throughout the United States, Canada and abroad.
The shares of Common Stock sold in the private equity financing described above
have not been registered under the Securities Act of 1933, as amended, and may
not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements.
Except for historical matters contained herein, the matters discussed in this
press release are forward-looking and are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Investors
are cautioned that these forward-looking statements reflect numerous
assumptions and involve risks and uncertainties that may affect Rare Medium
Group Inc. and its subsidiaries' business and prospects and cause actual
results to differ materially from these forward-looking statements. Among the
factors that could cause actual results to differ are Rare Medium Group Inc.'s
limited operating history; competition; low barriers to entry; reliance on
strategic relationships; rapid technological changes; inability to complete
transactions on favorable terms and those risks discussed in the company's
filings with the SEC.
