<PAGE>
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 25, 2000
------------------------
USABANCSHARES.COM, INC.
-----------------------------------------------------------
(Exact name of registrant as specified in charter)
<TABLE>
<S> <C> <C>
Pennsylvania 000-27244 23-2806495
--------------------------------------------- ------------------------ -----------------------------------
(State or other jurisdiction of Incorporation (Commission File Number) (IRS Employer Identification Number)
</TABLE>
1535 Locust Street, Philadelphia PA 19102
---------------------------------------- -----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 215-569-4200
-------------------
This document consists of 4 pages
Exhibit Index appears at Page 4
<PAGE>
Item 5. Other Events
Effective May 25, 2000 USABancShares.com, Inc. ("USAB") entered into,
and closed under, an Asset Contribution Agreement among USAB, USACapital, Inc.
("USAC"), Bondsonline, Inc. ("Bondsonline"), David Landes and Bondsonline Group,
Inc. ("Group"), dated as of May 25, 2000. Under the Agreement, USAB contributed
all of the issued and outstanding capital stock of USAC (previously a
wholly-owned subsidiary of USAB) to Group in exchange for 49% of the issued and
outstanding capital stock of Group. Bondsonline contributed all of the assets
used in its business to Group in exchange for 51% of the issued and outstanding
capital stock of Group.
The Registrant issued a press release regarding the transaction on June
2, 2000, a copy of which is attached hereto.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
2 Asset Contribution Agreement among USABancShares.com, Inc.,
USACapital, Inc., Bondsonline, Inc., David Landes and Bondsonline
Group, Inc., dated as of May 25, 2000.
99 Press Release of the Registrant, dated June 2, 2000.
-2-
<PAGE>
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.
USABANCSHARES.COM, INC.
Date: June 16, 2000 By: /s/ Maureen P. Steady
---------------------
Name: Maureen P. Steady
Title: Secretary
-3-
<PAGE>
EXHIBIT INDEX
Exhibit No.
-----------
2 Asset Contribution Agreement among USABancShares.com, Inc.,
USACapital, Inc., Bondsonline, Inc., David Landes and
Bondsonline Group, Inc., dated as of May 25, 2000.
99 Press Release dated June 2, 2000
-4-