UNITED STATES
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): June 29, 2001
GenesisIntermedia, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 001-15029 87-0591719
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
5805 Sepulveda Boulevard, Van Nuys, California 91411
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (818) 902-4100
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Item 9. Regulation FD Disclosure.
On June 29, 2001, GenesisIntermedia, Inc. (the "Company") announced that it
had received a conditional loan commitment for a $100 million credit facility
from Riverdale LLC, a company owned by Carl C. Icahn. It also announced that
concurrently the parties agreed to principal terms relating to investment
banking services to be provided by Riverdale or its affiliates. The Company
further announced that consummation of the financing transactions is subject to
the negotiation and execution of definitive credit and security documents and
that consummation of any financings under the facility would be subject to a
number of conditions, including credit review of potential acquisition targets,
lender due diligence of the acquisitions and other conditions to be set forth in
any definitive credit agreement.
The Company also announced that, in conjunction with the conditional
commitment and investment banking services, the Company agreed to issue warrants
to purchase 4 million shares of common stock of the Company to Riverdale and
agreed to grant to Riverdale registration rights with respect to the common
stock issuable upon exercise of the warrants. The Company also announced that
concurrently Mr. El-Batrawi, the Company's chairman, agreed to grant to
Riverdale options to acquire 1.5 million shares of common stock held by him. The
Company also announced that concurrent with the Company's agreement to grant 4
million warrants to Riverdale, Mr. El-Batrawi and Ultimate Holdings, Ltd., a
principal stockholder in the Company, agreed to grant options to the Company to
purchase common stock held by them, with the exercise prices of the options
equaling the exercise prices of the warrants to minimize dilution to existing
shareholders in the event the warrants are exercised.
Attached as Exhibit 99.1 is the press release issued by the Company dated
June 29, 2001, which is hereby incorporated by reference herein.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
See Index to Exhibits on page 4.
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SIGNATURE
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.
GENESISINTERMEDIA, INC.
Dated: June 29, 2001 By: /s/ Ramy Y. El-Batrawi
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Ramy Y. El-Batrawi
Chief Executive Officer and Chairman
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INDEX TO EXHIBITS
Exhibit No. Description
99.1 Press release dated June 29, 2001
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