-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Qaw2FqTyCgexniK1+5mKJnvwpqXgORnyWYa9ZyROI5Qx79PLjb0BGx2GUn11PwKB pz61eoMQOj3dtXraWfnPAQ== 0000914427-99-000174.txt : 19990218 0000914427-99-000174.hdr.sgml : 19990218 ACCESSION NUMBER: 0000914427-99-000174 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LYCOS INC CENTRAL INDEX KEY: 0001007992 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 043277338 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 424B3 SEC ACT: SEC FILE NUMBER: 333-47679 FILM NUMBER: 99543953 BUSINESS ADDRESS: STREET 1: 500 OLD CONNECTICUT PATH CITY: FRAMINGTON STATE: MA ZIP: 01701-4576 BUSINESS PHONE: 7813702700 MAIL ADDRESS: STREET 1: 400-2 TOTTEN POND ROAD CITY: WALTHAM STATE: MA ZIP: 02154 424B3 1 PROSPECTUS SUPPLEMENT FILED PURSUANT TO RULE 424(b)(3) AND (c) FILE NUMBER 333-47679 FIFTH PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED MARCH 19, 1998 2,425,726 SHARES LYCOS, INC. COMMON STOCK This Fifth Prospectus Supplement (the "Fifth Prospectus Supplement") supplements the Prospectus dated March 19, 1998 ("Prospectus"), the Prospectus Supplement dated April 6, 1998 ("Prospectus Supplement"), the Second Prospectus Supplement dated April 23, 1998 ("Second Prospectus Supplement"), the Third Prospectus Supplement dated September 15, 1998 ("Third Prospectus Supplement"), and the Fourth Prospectus Supplement dated January 12, 1999 (the "Fourth Prospectus Supplement", and together with the Prospectus, First Prospectus Supplement, Second Prospectus Supplement, and Third Prospectus Supplement, the "Supplemented Prospectus") of Lycos, Inc. ("Lycos" or the "Company") relating to the public offering, which is not being underwritten, and sale of up to 2,425,726 shares of Common Stock, par value $0.01 per share (the "Shares") of the Company, which may be offered and sold from time to time by certain stockholders of the Company or by pledgees, donees, transferees or other successors in interest that receive such shares as a gift, partnership distribution or other non-sale related transfer (the "Selling Stockholders"). The Company will receive no part of the proceeds of such sales. Of the Shares offered under the Supplemented Prospectus, 2,225,602 Shares (post-split) were originally issued or reserved for issuance by the Company in connection with the Company's acquisition of Tripod, Inc. ("Tripod"), a Delaware corporation, by and through a merger of a wholly-owned subsidiary of Lycos, Pod Acquisition Corporation, with and into Tripod (the "Acquisition"). An aggregate of 274,518 Shares (post-split) issued or reserved for issuance by the Company in connection with the Acquisition were placed in escrow (the "Escrow Shares") to secure the respective indemnification obligations of the Selling Stockholders. The "Selling Stockholders" Section of the Supplemented Prospectus with respect to certain Selling Stockholders is hereby further supplemented to reflect the release of the Escrowed Shares from escrow as of February 11, 1999. This Fifth Prospectus Supplement should be read in conjunction with the Supplemented Prospectus, and is qualified by reference to the Supplemented Prospectus except to the extent that the information herein contained supersedes the information contained in the Supplemented Prospectus. Capitalized terms used in this Fifth Prospectus Supplement and not otherwise defined herein have the meanings specified in the Supplemented Prospectus. THE DATE OF THIS FIFTH PROSPECTUS SUPPLEMENT IS FEBRUARY 16, 1999 SELLING STOCKHOLDERS The table of Selling Stockholders in the Supplemented Prospectus is hereby amended to reflect the release of the Escrowed Shares held in escrow on behalf of certain Selling Stockholders and supplemented to specifically include Shares released in such distribution. The following table sets forth as of February 16, 1999 the name of each of the entities and individuals who received Shares through the distribution effected by the release of Escrowed Shares, the number of shares of Common Stock that such Selling Stockholder beneficially owns, the number of shares of Common Stock beneficially owned by each such Selling Stockholder that may be offered for sale from time to time by the Supplemented Prospectus and this Fifth Prospectus Supplement, the number of shares of Common Stock to be beneficially owned by each such Selling Stockholder assuming the sale of all of the Shares offered by such Selling Stockholders and the percentage of the outstanding shares of the Company's Common Stock to be beneficially owned by each such Selling Stockholder after completion of the offering. Entries for all Selling Stockholders listed in the Supplemented Prospectus other than those listed below is not amended hereby:
SHARES SHARES BENEFICIALLY BENEFICIALLY OWNED(1)(2) SHARES WHICH OWNED AFTER PRIOR TO OFFERING MAY BE SOLD OFFERING(1)(2)(3) PURSUANT TO ------------------------- SELLING STOCKHOLDER NUMBER PERCENT THIS PROSPECTUS(2) NUMBER PERCENT Michael Agger 408 * 408 --- * Daniel Beck 388 * 388 --- * Berkshire Capital Investors 9,216 * 9,216 -- * Boston Safe Deposit and Trust 23,780 * 23,780 --- * Company of New York, Custodian of the Individual Retirement Account for Michael R. Lissack Jonathan K. Butler 608 * 608 --- * Michelle Chihara 162 * 162 --- * Jane Forbes Clark 38,598 * 38,598 --- * William P. Collatos 6,458 * 6,458 --- * Cowen Investment Partners XXVII 64,602 * 64,602 --- * Janet M. Daly 556 * 556 --- * Andrew G. Ferguson 1,620 * 1,620 --- * John O. Fox 35,020 * 35,020 --- * Myra D. Fox 1,944 * 1,944 --- * Gabelli Multimedia Partners, L.P. 12,918 * 12,918 --- * Richard A. Gause 1,944 * 1,944 --- * Matthew C. Harris 6,484 * 6,484 --- * Brian R. Hecht 15,518 * 15,518 --- * Allison Hershey 6,484 * 6,484 --- * Janet Hershey 6,484 * 6,484 --- * Nancy and Charles Hershey 6,484 * 6,484 --- * Brett P. Hershey 54,050 * 54,050 --- * The Interpublic Group of Companies, Inc. 310,064 * 310,064 --- * Dr. Rob C. Jandl 19,456 * 19,456 --- * Nathan Kurz 6,680 * 6,680 --- * John LaPann 5,836 * 5,836 --- * Ann Leibowitz 6,484 * 6,484 --- * Massachusetts Capital Resource Company 64,594 * 64,594 --- * David Mayer 12,970 * 12,970 --- * Donna Damico 6,484 * 6,484 --- * Michael Mayer, Profitsharing 6,484 * 6,484 --- * Walter C. Minnick 15,558 * 15,558 --- * Amy L. Minnick 678 * 678 --- * Adam W. Minnick 678 * 678 --- * Sally D. Mole 1,698 * 1,698 --- * Mavis K. Morris 678 * 678 --- * Courtenay E. Morris 678 * 678 --- * Virginia B. Morris 2,316 * 2,316 --- * Kenneth Morris 53,172 * 53,172 --- * Charles H. Mott 9,380 * 9,380 --- * Matthew E. Nelson 1,620 * 1,620 --- * Bo Peabody 199,560 * 99,780 99,780 * Bill Peabody 4,864 * 4,864 --- * Margaret Peabody 4,864 * 4,864 --- * Grace and Wilbur Peabody 3,242 * 3,242 --- * Margaret and Bill Peabody 6,484 * 6,484 --- * Mark Peabody 12,970 * 12,970 --- * Peretz Family Investments, L.P. 129,708 * 129,708 --- * James and Marcia Plunkett 6,484 * 6,484 --- * James W. Plunkett 3,242 * 3,242 --- * Marcia Weintraub Plunkett 3,242 * 3,242 --- * Richard J. Provenzano, M.D. 2,832 * 2,832 --- * Anthony A. Qaiyum 2,210 * 2,210 --- * Rho Management Trust I 581,366 * 581,366 --- * Ricardo Rosenberg Revocable Trust 15,808 * 15,808 --- * DTD 10/16/92 Jane and Al Riehl 3,242 * 3,242 --- * Susan Roe 324 * 324 --- * Ann Rosenberg 3,242 * 3,242 --- * David Rothschild 2,832 * 2,832 --- * Frederick Rudolph 3,906 * 3,906 --- * Richard H. Sabot 187,076 * 93,538 93,538 * Sabot Family Irrevocable Trust dated 21,402 * 21,402 --- * October 17, 1997 Sheafe Satterthwaite 6,484 * 6,484 --- * Michael S. Seckler 6,484 * 6,484 --- * Zelda Stern 3,748 * 3,748 --- * Melanie A. Stowell 3,242 * 3,242 --- * Laurie and Mark Strunsky 6,484 * 6,484 --- * Peter S. Willmott 58,328 * 58,328 --- * Gordon C. Winston and Mary B. Winston 2,838 * 2,838 --- *
The Company may amend or supplement the Supplemented Prospectus and this Fifth Prospectus Supplement from time to time to update the disclosure set forth therein and herein.
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