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Filing Pursuant to Rule 424(b)(2)
Registration Statement No. 333-77399
Prospectus Supplement
(To Prospectus Dated April 30, 1999)
558,274 Shares
Gateway, Inc.
Common Stock
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You should read this prospectus supplement and the accompanying prospectus
carefully before you invest. Both documents contain information you should
consider carefully before making your investment decision.
Investing in our common stock involves risks. See "Risk Factors" beginning
on page 2 of the prospectus.
Plan of Distribution
We entered into a Purchase Agreement dated as of February 24, 1999 with
NECX Direct, Inc. to purchase 19.9% of NECX together with an option to purchase
the remaining 80.1%. The terms of the option were modified by an amendment
dated March 1, 2000. We have exercised our option under the Purchase Agreement,
as amended, and have agreed to issue a total of 558,274 shares of our common
stock as the full payment for the exercise of this option. The shares will be
issued 537,554 shares to Henry F. Bertolon, Jr., 8,288 shares to Judy Ashley,
4,144 shares to Keith Halloran and 8,288 shares to Brian Marley, together
referred to as the selling stockholders. There has been no material
relationship between the selling stockholders and us in the past three years
other than in connection with the Purchase Agreement, as amended, mentioned
above.
The selling stockholders may be deemed to be "underwriters" within the
meaning of the Securities Act of 1933. We will not pay any compensation in
conjunction with the sale of our common stock in connection with our exercise of
the option described above.
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Use of Proceeds
We will not receive any cash proceeds from the sale of common stock to the
selling stockholders in connection with the exercise of the option described
above. We will, however, acquire the remaining 80.1% of the outstanding common
stock of NECX not previously owned by us.
Where You Can Find More Information
The SEC allows us to "incorporate by reference" information that we file
with them, which means that we can disclose important information to you by
referring you to those documents. The information incorporated by reference is
an important part of this prospectus supplement and the accompanying prospectus.
We incorporate the documents indicated on page 7 of our prospectus and our
annual report on Form 10-K for the year ended December 31, 1999.
Market for Our Common Stock
On March 29, 2000 the last reported sale price of our common stock on the
New York Stock Exchange was $54.69 per share. Our common stock is listed on the
New York Stock Exchange under the symbol "GTW." The common stock sold under this
prospectus supplement will be listed on the New York Stock Exchange.
As of March 22, 2000, we had 321,170,974 shares of common stock
outstanding.
General
You should rely only on the information provided or incorporated by
reference in this prospectus supplement and the prospectus. We have not
authorized anyone else to provide you with different information. You should not
assume that the information in this prospectus supplement is accurate as of any
date other than the date on the front of these documents.
Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of the securities or determined if this
prospectus is truthful or complete. Any representation to the contrary is a
criminal offense.
The date of this prospectus supplement is April 11, 2000
