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): March 30, 2004
Marchex, Inc.
(Exact name of Registrant as Specified in its Charter)
| Delaware | 000-50658 | 35-2194038 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
413 Pine Street
Suite 500
Seattle, Washington 98101
(Address of Principal Executive Offices)
(206) 774-5000
(Registrant’s telephone number, including area code)
Item 7. Financial Statements and Exhibits
(c) Exhibits.
| Exhibit No. |
Description | |
| 99.1 | Press Release of Marchex, Inc. dated March 30, 2004. | |
Item 9. Regulation FD Disclosure
The information in this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
In a press release dated March 30, 2004, Marchex, Inc. announced its initial public offering of 4,600,000 shares of Class B common stock, $0.01 par value per share, at a price of $6.50 per share (which includes 600,000 additional shares of Class B common stock issuable to the underwriters to cover over-allotments). The press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference in its entirety.
SIGNATURES
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.
| MARCHEX, INC. | ||||||
| Date: March 30, 2004 |
By: |
/s/ Russell C. Horowitz | ||||
| Name: Title: |
Russell C. Horowitz Chairman and Chief Executive Officer | |||||
EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1 | Press Release of Marchex, Inc. dated March 30, 2004. | |
Exhibit 99.1
Marchex Announces Initial Public Offering
SEATTLE, WA — March 30, 2004—Marchex, Inc., a provider of technology-based services to merchants engaged in online transactions, today announced its initial public offering of 4,000,000 shares of its Class B common stock at a price of $6.50 per share. Marchex has also granted the underwriters an option to purchase an additional 600,000 shares of Class B common stock to cover over-allotments. Marchex’s Class B common stock is scheduled to begin trading on Wednesday, March 31, 2004, on the NASDAQ National Market under the symbol ‘MCHX.’
Sanders Morris Harris is serving as the lead manager and sole book-runner for the offering, with National Securities Corporation acting as the co-manager of the offering. The offering of securities is made only by means of a prospectus, copies of which may be obtained from Sanders Morris Harris at 3100 Chase Tower, 600 Travis, Suite 3100, Houston TX 77002 (or telephone 713-250-4256).
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
About Marchex, Inc.: Marchex (www.marchex.com) provides technology-based services to merchants engaged in online transactions. Currently, the company delivers the following services in support of its partners: paid inclusion, pay-per-click listings, conversion tracking and search marketing. Marchex’s operating businesses include Enhance Interactive (www.enhance.com) and TrafficLeader® (www.trafficleader.com).
For further information, contact:
Press:
Mark S. Peterson
VP of Public Relations
Marchex, Inc.
206-774-5040
mark@marchex.com
Investor relations:
Trevor Caldwell
Director of Investor Relations & Strategic Initiatives
Marchex, Inc.
206-774-5016
tcaldwell@marchex.com