<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington DC 20549
-------------------
SCHEDULE 13E-4/A
AMENDMENT NO. 1 (Final Amendment)
Issuer Tender Offer Statement
(Pursuant to Section 13(e) (1) of the Securities Exchange
Act of 1934)
Datalink.net, Inc.
------------------
(Name of Issuer)
Datalink.net, Inc.
------------------------------------
(Name of Person(s) filing Statement)
Agent's Warrants
------------------------------
(Title of Class of Securities)
None
------------------------------------
(CUSIP Number of Class of Securities)
Anthony N. LaPine, President
Datalink.net, Inc.
1735 Technology Drive, Suite 790, San Jose, California 95110
(408) 367-1700
---------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications on behalf of the Person(s) Filing Statement)
With copies to:
James P. Beck, Esq.
Krys Boyle Freedman & Sawyer, P.C.
600 17th Street, Suite 2700 South Tower
Denver, Colorado 80202
(303) 893-2300
August 25, 1999
----------------------------------------------------------------------
(Date Tender Offer First Published, Sent or Given to Security Holders)
<PAGE>
This Amendment No. 1 (the "Final Amendment") amends and supplements the
Issuer's Tender Offer Statement on Schedule 13E-4 (the "Statement") filed
electronically on August 25, 1999 with the Securities and Exchange Commission
by Datalink.net, Inc. in connection with its offer to issue shares of its
Common Stock in exchange for outstanding Private Placement Warrants upon the
terms and subject to the conditions set forth in the Offering Circular dated
August 25, 1999 and related Letter of Transmittal (together, the "Conversion
Offer"), copies of which are attached as Exhibits (a)(1) and (a)(2) to the
Statement. This Final Amendment is being filed to report the results of the
Exchange Offer pursuant to Rule 13e-4(c)(3) under the Securities Exchange Act
of 1934 and General Instruction D of Schedule 13E-4.
Only those items of the Statement that are amended and supplemented
hereby are included herein. Unless otherwise defined herein, all capitalized
terms shall have the same meanings ascribed to them in the Statement.
ITEM 1. SECURITY AND ISSUER.
The Exchange Offer terminated at 5:00 p.m., Mountain Time, on September
23, 1999. A total of 193,320 Private Placement Warrants were validly
delivered, and not withdrawn, for exchange in connection with the Exchange
Offer. All such Private Placement Warrants were accepted by the Issuer for
exchange in accordance with the terms of the Exchange Offer, and 32,220 shares
of the Issuer's Common Stock were exchanged for such warrants.
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct
DATALINK.NET, INC.
Date: October 1, 1999 By: /s/ Anthony N. LaPine
Anthony N. LaPine, President
2
