SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 26, 1999
SPORTSLINE USA, INC.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
0-23337 65-0470894
(Commission File Number) (I.R.S. Employer Identification No.)
6340 N.W. 5th Way
Fort Lauderdale, Florida 33309
(Address of principal executive offices) (Zip Code)
(954) 351-2120
(Registrant's telephone number, including area code)
(Not Applicable)
(Former name or former address, if changed since last report)
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Item 5. Other Events.
On August 26, 1999, SportsLine USA, Inc., a Delaware corporation (the
"Company"), issued a press release announcing that it had repurchased $60
million aggregate principal amount of its 5% Convertible Subordinated Notes due
2006 (the "Notes"). A copy of this press release is attached hereto as Exhibit
99.1, and information contained therein is incorporated herein by reference.
On October 20, 1999, the Company issued a press release announcing that
its offer to purchase any and all of the outstanding Notes expired on October
19, 1999, and that Notes in an aggregate principal amount of approximately $70
million were tendered and accepted for payment. Approximately $20 million
principal amount of the Notes remain outstanding. A copy of this press release
is attached hereto as Exhibit 99.2, and information contained therein is
incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
(c) Exhibits
EXHIBIT INDEX
99.1 Press Release of SportsLine USA, Inc. dated August 26, 1999.
99.2 Press Release of SportsLine USA, Inc. dated October 20, 1999.
<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.
SPORTSLINE USA, INC.
Date: October 22, 1999 By: /s/ Kenneth W. Sanders
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Kenneth W. Sanders
Chief Financial Officer
SPORTSLINE USA, INC. ANNOUNCES REPURCHASE OF $60 MILLION OF
ITS 5% CONVERTIBLE SUBORDINATED NOTES DUE 2006
FORT LAUDERDALE, FL (August 26, 1999) - SportsLine USA, Inc. (Nasdaq: SPLN)
today announced that during August it repurchased $60 million aggregate
principal amount of its 5% Convertible Subordinated Notes due 2006 (the
"Notes"). The aggregate cost to repurchase the Notes was approximately $36.4
million and, as a result, SportsLine will recognize an extraordinary gain of
approximately $22.0 million, net of unamortized debt issuance costs, in the
quarter ending September 30, 1999. The aggregate principal amount of the Notes
outstanding has been reduced from $150 million to $90 million, a decrease of
40%.
About SportsLine USA, Inc.
SportsLine USA, Inc. is at the leading edge of media companies, providing
Internet sports content, community and e-commerce on a global basis. SportsLine
USA's content includes more than 400,000 pages of multimedia sports information,
entertainment and merchandise. SportsLine USA was founded in 1994 and its
flagship Internet sports service (cbs.sportsline.com) was renamed CBS SportsLine
in March of 1997 as part of an exclusive promotional and content agreement with
CBS Sports. SportsLine USA produces the official league Web sites for Major
League Baseball, the PGA TOUR and NFL Europe League, and serves as the primary
sports content provider for America Online, Netscape and Excite. In May 1999,
the Company commenced operations in Europe through its majority-owned
subsidiary, SportsLine Europe Limited.
Note: This press release contains forward-looking statements, which involve
risks and uncertainties. SportsLine USA's actual results could differ materially
from those anticipated in these forward-looking statements. Factors that might
cause or contribute to such differences include, among others, competitive
pressures, the growth rate of the Internet, constantly changing technology and
market acceptance of the company's products and services. Investors are also
directed to consider the other risks and uncertainties discussed in SportsLine
USA's Securities and Exchange Commission filings, including those discussed
under the caption "Risk Factors That May Affect Future Results" in SportsLine
USA's latest Annual Report on Form 10-K. SportsLine USA undertakes no obligation
to publicly release the result of any revisions to these forward-looking
statements, which may be made to reflect events or circumstances after the date
hereof or to reflect the occurrence of unanticipated events.
# # # #
SPORTSLINE USA, INC. COMPLETES CASH TENDER OFFER FOR
5% CONVERTIBLE SUBORDINATED NOTES DUE 2006
FORT LAUDERDALE, FL (October 20, 1999) - SportsLine USA, Inc. (Nasdaq: SPLN)
today announced that its offer to purchase any and all of its outstanding 5%
Convertible Subordinated Notes due 2006 (the "Notes") expired on October 19,
1999, and that it has accepted for payment and will purchase all Notes validly
tendered pursuant to the offer. Notes in an aggregate principal amount of
approximately $70 million were tendered and accepted for payment pursuant to the
offer and Notes in an aggregate principal amount of approximately $20 million
remain outstanding.
The aggregate cost to purchase the Notes tendered pursuant to the offer was
approximately $53 million and, as a result, SportsLine will recognize an
extraordinary gain of approximately $14 million, net of tender offer expenses
and unamortized debt issuance costs, in the quarter ending December 31, 1999.
Robertson Stephens acted as the exclusive dealer manager for the tender offer
and Morrow & Co., Inc. acted as the information agent.
About SportsLine USA, Inc.
SportsLine USA, Inc. is at the leading edge of media companies, providing
Internet sports content, community and e-commerce on a global basis. SportsLine
USA's content includes more than 400,000 pages of multimedia sports information,
entertainment and merchandise. SportsLine USA was founded in 1994 and its
flagship Internet sports service (cbs.sportsline.com) was renamed CBS SportsLine
in March of 1997 as part of an exclusive promotional and content agreement with
CBS Sports. SportsLine USA produces the official league Web sites for Major
League Baseball, the PGA TOUR and NFL Europe League, and serves as the primary
sports content provider for America Online, Netscape and Excite. In May 1999,
the Company commenced operations in Europe through its majority-owned
subsidiary, Sports.com Limited, formerly known as SportsLine Europe Limited.
Note: This press release contains forward-looking statements, which involve
risks and uncertainties. SportsLine USA's actual results could differ materially
from those anticipated in these forward-looking statements. Factors that might
cause or contribute to such differences include, among others, competitive
pressures, the growth rate of the Internet, constantly changing technology and
market acceptance of the company's products and services. Investors are also
directed to consider the other risks and uncertainties discussed in SportsLine
USA's Securities and Exchange Commission filings, including those discussed
under the caption "Risk Factors That May Affect Future Results" in SportsLine
USA's latest Annual Report on Form 10-K. SportsLine USA undertakes no obligation
to publicly release the result of any revisions to these forward-looking
statements, which may be made to reflect events or circumstances after the date
hereof or to reflect the occurrence of unanticipated events.
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