Beyond.com Corporation Announces Amendment to Asset Purchase Agreement With Digital River, Inc.; Company Continues to Look for Buyer for Government Systems Group Business.Business Editors SANTA CLARA Santa Clara, city, Cuba Santa Clara (sän`tä klä`rä), city (1994 est. pop. 217,000), capital of Villa Clara prov., central Cuba. , Calif.--(BUSINESS WIRE)--Feb. 11, 2002 Beyond.com Corporation (Nasdaq:BYND) today announced that its agreement to sell substantially all assets and customer contracts to Digital River, Inc. has been amended. In the original acquisition agreement, Digital River agreed to acquire substantially all assets of Beyond.com's eStores and Government System Group businesses. Because certain closing conditions related to the acquisition of the Government System Group business could not be met, Beyond.com and Digital River have amended the agreement to provide that only Beyond.com's eStores business will be acquired by Digital River. The amended offer remains subject to bankruptcy court bankruptcy court n. the specialized Federal court in which bankruptcy matters under the Federal Bankruptcy Act are conducted. There are several bankruptcy courts in each state, and each one's territory covers several counties. approval and certain other conditions. Under the terms of the amended agreement, Digital River has agreed to acquire substantially all of the assets and customer contracts related to Beyond.com's eStores business in exchange for $4,010,000 in Digital River common stock, subject to certain escrow escrow Instrument, such as a deed, money, or property, that constitutes evidence of obligations between two or more parties and is held by a third party. It is delivered by the third party only upon fulfillment of some condition. and sale restrictions and certain resale registration rights. The agreement also provides Beyond.com a potential earn-out for an additional $1,850,000 in Digital River common stock upon the achievement of certain milestones, and provides for purchase price reductions in certain events. Beyond.com is now looking for Looking for In the context of general equities, this describing a buy interest in which a dealer is asked to offer stock, often involving a capital commitment. Antithesis of in touch with. a new buyer for its Government Systems Group business. The purchase of Beyond.com's Government Systems Group would be subject to bankruptcy court approval. Last month, Beyond.com Corporation filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code Bankruptcy Code may refer to:
About Beyond.com Corporation Beyond.com Corporation is a leading provider of e-commerce technology and services. The company builds, manages and markets online stores (eStores) for businesses. Beyond provides a full suite of marketing programs and services to help maximize clients' eStore sales activities and revenues. The company also sells software and computer-related products to the government and consumer markets. More information on the company can be found in its filings with the Securities and Exchange Commission (SEC), or by visiting http://www.beyond.com. Safe Harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. Statement Statements in this press release, which are not purely historical, are forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. , including any statements regarding beliefs, plans, expectations or intentions regarding the future. Forward-looking statements in this release include statements regarding the completion of the asset sale to Digital River, and the ability of other interested parties to purchase Beyond.com's Government Systems Group business. Factors that could cause actual results to differ materially include risks and uncertainties such as the approval of the asset sale by the bankruptcy court or the potential offer by a different purchaser. Readers should also refer to the risk disclosures included in Beyond.com's quarterly reports on Form 10-Q Form 10-Q See 10-Q. and annual reports on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. filed from time-to-time with the SEC. |
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