sorry if already posted... old news but still news
Go2Net, Inc. Of Delaware Files SEC FORM 8K
WASHINGTON, DC, May. 04, 1999 (States via COMTEX) -- ITEM 5: On April 16, 1999, Go2Net, Inc. entered into an Agreement andPlan of Merger by and among the Company, HO Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of the Company, Haggle Online, a Delaware corporation, and the principal shareholder of Haggle, pursuant to which HO was merged with and into Haggle. As a result of the Merger, Haggle became a wholly-owned subsidiary of the Company. It is intended that the Merger will qualify as a tax-free reorganization. All outstanding shares of Common Stock of Haggle and options to purchase Common Stock of Haggle were converted into 41,032 shares and options to purchase Common Stock, par value $.01 per share, of the Company at an Exchange Ratio of .01025. All outstanding options to purchase Common Stock of Haggle have been assumed by the Company. On April 28, 1999, the Company entered into an Agreement and Plan of Merger by and among the Company, USAO Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of the Company, Virtual Avenue, Inc., a New Jersey corporation, USAOnline, Inc., a New Jersey corporation and those parties named therein, pursuant to which USAO was merged with and into USAOnline. As a result of the Transaction, USAOnline became a wholly-owned subsidiary of the Company. It is intended that the Transaction will qualify as a tax-free reorganization. In the Transaction, all outstanding shares of Common Stock of USAOnline were converted into 150,000 shares of Common Stock, par value $.01 per share of the Company at an Exchange Ratio of 1.11111.
FILING DATE: 5/3/99 REPORT DATE: 4/16/99 RECEIPT DATE: 5/3/99
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