8-K 1 d8k.htm FORM 8-K Prepared by R.R. Donnelley Financial -- Form 8-K
 
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):            July 16, 2002
 
MCAFEE.COM CORPORATION
 
(Exact Name of Registrant as Specified in its Charter)
 
 
Delaware
 
000-28247
 
77-0503003
(State or Other Jurisdiction of Incorporation or Organization)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)
 
 
535 Oakmead Parkway
Sunnyvale, California 94085
 
(Address of Principal Executive Offices) (Zip Code)
 
 
Registrant’s telephone number including area code:            (408) 992-8100
 
 
Not Applicable

(Former name or former address, if changed since last report)


 
ITEM 5.    OTHER EVENTS.
 
In a release dated July 16, 2002, McAfee.com Corporation (“McAfee.com”) announced that, after careful consideration, including a thorough review with independent financial and legal advisors, its special committee and, upon the recommendation of the special committee, its board of directors have determined that the exchange offer commenced by Network Associates, Inc. (“Network Associates”) on July 2, 2002 to acquire each outstanding share of McAfee.com Class A common stock in exchange for 0.90 of a share of Network Associates common stock is inadequate and not in the best interests of McAfee.com’s stockholders, other than Network Associates and its affiliates. Accordingly, the special committee and the board of directors of McAfee.com have recommend that McAfee.com stockholders reject Network Associates’ offer and not exchange their shares in the offer. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1. Holders of McAfee.com’s Class A common stock and other interested parties are advised to read McAfee.com’s Solicitation/Recommendation Statement on Schedule 14D-9 as it may be amended from time to time because it contains important information regarding Network Associates’ exchange offer.
 
ITEM 7.    FINANCIAL STATEMENTS AND EXHIBITS.
 
Exhibit
 
99.1    Press Release, dated July 16, 2002.


 
 
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.
 
MCAFEE.COM CORPORATION
 
By:
 
/S/    EVAN COLLINS
   
Name:
 
Evan Collins
Title:
 
Chief Financial Officer
 
Date: July 17, 2002


 
 
MCAFEE.COM CORPORATION
 
INDEX TO EXHIBITS
 
 
EXHIBIT NO.            DESCRIPTION
 
99.1                             Press Release, dated July 16,  2002.