Excite Inc – ‘8-K’ for 1/19/99

As of:  Wednesday, 1/20/99   ·   For:  1/19/99   ·   Accession #:  891618-99-129   ·   File #:  0-28064

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Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Form 8-K Dated 1/19/99                                 5     15K 
 2: EX-2.1      Agreement and Plan of Reorganization Dated 1/19/99    70    357K 
 3: EX-2.2      Stock Option Agreement Dated as of 1/19/99            14     55K 
 4: EX-99.1     Press Release of the Company Released 1/19/99          5     20K 

8-K   —   Form 8-K Dated 1/19/99
Document Table of Contents

8-K
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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) January 19, 1999               

EXCITE, INC.
(Exact name of registrant as specified in its charter)

                                                                [Download Table]
                                                                                
                Delaware                      0-28064            77-0378215     
     (State or other jurisdiction           (Commission       (I.R.S. Employer  
           of incorporation)                File Number)     Identification No.)

             555 Broadway                                                       
       Redwood City, California                                    94063        
(Address of principal executive offices)                         (Zip Code)     

Registrant's telephone number, including area code  (650) 568-6000              

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Item 5: Other Events                                                            

        On January 19, 1999, Excite, Inc. (the "Company"), At Home
Corporation ("At Home") and Countdown Acquisition Corp. ("Merger Sub") entered  
into a definitive Agreement and Plan of Reorganization (the "Merger Agreement").
Pursuant to the Merger Agreement and subject to the terms and conditions set    
forth therein, the Merger Sub will be merged with and into the Company (the     
"Merger"), with the Company surviving the Merger and becoming a wholly-owned    
subsidiary of At Home. At the effective time of the Merger, all outstanding     
shares of the Company's capital stock will be exchanged for shares of At Home   
Series A Common Stock, and options and warrants to purchase Company capital     
stock will exchanged for an option or warrant, as applicable, to purchase shares
of At Home Series A Common Stock and the exercise price and number of shares of 
Company capital stock subject to each such Company option or warrant will be    
appropriately adjusted to reflect such exchange ratio. Any outstanding          
convertible debt at the effective time of the Merger will thereafter be         
convertible into the number of shares of At Home Series A Common Stock to which 
a holder of Company common stock would have been entitled to receive if such    
holder had converted such convertible debt into Company common stock prior to   
the effective time of the Merger. Each share of Company common stock will be    
exchanged for 1.041902 shares of At Home Series A Common Stock. The transaction 
will qualify as a tax-free reorganization and will be accounted for as a        
purchase. Following the transaction, George Bell, Chief Executive Officer of the
Company, will continue in that role as the Company becomes a subsidiary of At   
Home, reporting to Tom Jermoluk, Chairman and Chief Executive Officer of At     
Home. In addition, Mr. Bell will be appointed as a member of the At Home Board  
of Directors.                                                                   

           In connection with the execution of the Merger Agreement, the
Company and At Home entered into a Stock Option Agreement (the "Stock Option    
Agreement"), pursuant to which the Company granted to At Home an option to      
purchase up to 19.9% of the outstanding shares of Company common stock, which   
option is exercisable upon the occurrence of certain events specified in the    
Stock Option Agreement.                                                         

           A copy of the Merger Agreement and a copy of the Stock Option
Agreement are included in this report as Exhibit 2.1 and 2.2, respectively. The 
foregoing description is qualified in its entirety by reference to the full text
of such exhibits. A joint press release announcing these transactions is        
attached to this report as Exhibit 99.1. The Merger is subject to various       
conditions, including clearance under the Hart-Scott-Rodino Antitrust           
Improvements Act and approval of the Company's and At Home's stockholders.      

Item 7: Financial Statements and Exhibits.                                      

(c)     Exhibits                                                

                2.1     Agreement and Plan of Reorganization dated as of January
                    19, 1999 by and among At Home Corporation, Countdown
  Acquisition Corp. and Excite, Inc.

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           2.2     Stock Option Agreement dated as of January 19, 1999
             between Excite, Inc. and At Home Corporation.

   99.1    Joint Press Release dated January 19, 1999.

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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.                                       

Dated:  January 20, 1999                                                        

          EXCITE, INC.

                    By: /s/ Robert C. Hood
                                           -------------------------------------
                    Robert C. Hood
                                     Executive Vice President, Chief
                                      Administrative Officer and Chief
                       Financial Officer

8-K
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 EXHIBIT INDEX

Exhibit                                                                         

2.1     Agreement and Plan of Reorganization dated as of January 19, 1999 by and
       among At Home Corporation, Countdown Acquisition Corp. and Excite, Inc.

2.2     Stock Option Agreement dated as of January 19, 1999 between Excite, Inc.
and At Home Corporation.                                        

99.1    Press release of the Company released January 19, 1999.                 

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-K’ Filing		Date		First		Last			Other Filings
Filed on:		1/20/99		4					4
For Period End:		1/19/99		1		5
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