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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): NOVEMBER 24, 1997
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NETSCAPE COMMUNICATIONS CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 0-26310 94-3200270
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification Number)
incorporation)
501 EAST MIDDLEFIELD ROAD, MOUNTAIN VIEW, CALIFORNIA 94043
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (415) 254-1900
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N/A
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On November 24, 1997 Netscape Communications Corporation ("Netscape")
signed a definitive agreement to acquire Kiva Software Corporation. With the
acquisition, Netscape intends to issue approximately 6.3 million shares of
Netscape stock, subject to adjustment, to purchase 100 percent of Kiva stock
and options and anticipates that the acquisition will be accounted for as a
pooling of interests. Netscape expects the transaction will close in the
fourth quarter of 1997, subject to customary approvals. Netscape expects to
incur expenses of at least $2.0 million for investment banking, legal,
accounting and other related charges in connection with the business
combination with Kiva. The press release announcing this planned acquisition
is attached hereto as exhibit 20.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) EXHIBITS
20.1 Press Release of Netscape, dated November 24, 1997.
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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.
Dated: November __, 1997 NETSCAPE COMMUNICATIONS CORPORATION
/s/ Peter L.S. Currie
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Peter L.S. Currie
Senior Vice President and
Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit
Number Description of Document
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20.1 Press Release of Netscape, dated November 24, 1997.
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NETSCAPE TO ACQUIRE KIVA SOFTWARE
ACQUISITION POSITIONS NETSCAPE TO BECOME A LEADING PROVIDER OF
ENTERPRISE APPLICATION SERVER SOFTWARE FOR INTRANETS EXTRANETS AND
THE INTERNET
MOUNTAIN VIEW, Calif. (November 24, 1997) -- Netscape Communications
Corporation (NASDAQ: NSCP) today announced it plans to acquire Kiva Software
Corporation. The deal will make Netscape a leading provider of application
server software for enterprise-class Intranet, Extranet and Internet
applications. Upon completion of the transaction, Netscape plans to offer
Kiva's application server software to Netscape customers developing and
deploying business-critical applications that reach beyond the company to
include partners, customers and suppliers. Netscape plans to sell Kiva's
leading line of server software through Netscape's direct and indirect sales
channels worldwide.
Founded in 1995, Mountain View, California-based Kiva Software is a privately
held company with more than 100 employees. With the acquisition, Netscape
intends to issue approximately 6.3 million shares of Netscape stock, subject
to adjustment, to purchase 100 percent of Kiva stock and options and
anticipates that the acquisition will be accounted for as a pooling of
interests. Netscape expects the transaction will close in the fourth quarter
of 1997, subject to customary approvals. Netscape plans to fold Kiva into
Netscape's server products division headed by senior vice president and
general manager John M. Paul.
"Netscape's acquisition of Kiva provides an important strategic technology
for linking people and businesses together through Intranets, Extranets and
the Internet," said Jim Barksdale, president and chief executive officer at
Netscape. "Building on our success selling Intranet solutions, Netscape plans
to become the leading provider of enterprise-class application server
software so customers can extend their corporate Intranet applications out to
customers, suppliers, distributors, and partners via Extranets and realize
additional business advantages."
"Kiva's mission is to enable Global 2000 companies to pursue new business
opportunities by extending their enterprise software applications out to the
Internet," said Keng Lim, president and chief executive officer of Kiva. "As
part of Netscape, we intend fully realize that mission by delivering, through
Netscape's worldwide sales channels, the industry's fastest and most scalable
enterprise application server to businesses around the globe."
Major customers in the telecommunications, financial services and electronic
commerce markets are already using a combination of Netscape SuiteSpot server
software and Kiva software to deliver a real business advantage. Companies
including E-Trade, Travelocity, Internet Shopping Network, Hong Kong Telecom
and Pacific Bell Internet are using Netscape SuiteSpot and Kiva's application
server software to develop and deploy business-critical Intranet and Extranet
applications. Together, Netscape and Kiva are enabling companies to
differentiate their products and services, strengthen customer relationships,
speed time to market, save money and expand business opportunities.
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Last week, Kiva won PCWeek's Best of Comdex award for 'Best Internet
Software' at Comdex '97, the leading computer industry trade show. Kiva was
also recently selected by the Red Herring, Computerworld and Data
Communications as one of the industry's top privately held technology
companies. Kiva's resources together with Netscape's significant resources in
the server products division strongly position Netscape to lead the
application server market. Netscape's acquisition of Kiva will add leading
application server software to Netscape ONE, Netscape's platform for
building, deploying and managing next generation Intranet, Extranet and
Internet applications.
Kiva's application server software complements Netscape's leading line of Web
server software and will enable Netscape to provide customers with a range of
products for Web-based applications that scale from the workgroup to the
extended enterprise. Netscape Enterprise Server is an industrial-strength Web
server that enables the development and deployment of collaborative workgroup
applications that combine content, messaging and database access. Kiva's
enterprise application server software provides a fundamental infrastructure
for Global 2000 companies, systems integrators and value-added resellers
implementing business-critical Intranet, Extranet and Internet applications
where performance, scalability, availability and rapid deployment are
critical to achieving business objectives.
Kiva's application server version 1.5 is available today from Kiva. Pricing
for the product is US $35,000 per processor on UNIX and US $25,000 per
processor on Windows NT. Kiva's application server 2.0 is scheduled for
availability in December 1997. Upon closing of the acquisition, the products
are expected to be available through Netscape's sales channels.
Netscape Communications Corporation is a premier provider of open software
for linking people and information over enterprise networks and the Internet.
The company offers a full line of clients, servers, development tools and
commercial applications to create a complete platform for next-generation,
live online applications. Traded on NASDAQ under the symbol "NSCP," Netscape
Communications Corporation is based in Mountain View, California.
NOTE: Netscape, Netscape Navigator, Netscape ONE and the Netscape N and
ships wheel logo are registered trademarks of Netscape Communications
Corporation which is registered in the United States and other jurisdictions.
Netscape product names are trademarks of Netscape Communications Corporation
which may be registered in some jurisdictions.
