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
AUGUST 25, 2014
DATE OF REPORT
(DATE OF EARLIEST EVENT REPORTED)

_________________________ 
AMAZON.COM, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

_________________________ 

DELAWARE
 
000-22513
 
91-1646860
(STATE OR OTHER JURISDICTION
OF INCORPORATION)
 
(COMMISSION
FILE NO.)
 
(IRS EMPLOYER
IDENTIFICATION NO.)
410 TERRY AVENUE NORTH, SEATTLE, WASHINGTON 98109-5210
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)
(206) 266-1000
(REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE)

_________________________ 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



TABLE OF CONTENTS
 
 
 
 
 
 
 



ITEM 7.01. REGULATION FD DISCLOSURE.

On August 25, 2014, Amazon.com, Inc. announced that it had agreed to acquire Twitch Interactive, Inc. A copy of the press release containing the announcement is included as Exhibit 99.l.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.
 
Exhibit
Number
Description
 
 
99.1
Press Release dated August 25, 2014 announcing Amazon.com, Inc.’s agreement to acquire Twitch Interactive, Inc.



3

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.
                                
 
AMAZON.COM, INC. (REGISTRANT)
 
 
 
 
By:
/s/ Shelley Reynolds
 
 
Shelley Reynolds
 
 
Vice President, Worldwide Controller, and
 
 
Principal Accounting Officer

Dated: August 25, 2014

4

EXHIBIT INDEX
 
Exhibit
Number
Description
 
 
99.1
Press Release dated August 25, 2014 announcing Amazon.com, Inc.’s agreement to acquire Twitch Interactive, Inc.



5
AMZN-2014.AUGUST-EX99.1


Exhibit 99.1

Amazon.com to Acquire Twitch

SEATTLE—August 25, 2014—Amazon.com, Inc. (NASDAQ: AMZN) today announced that it has reached an agreement to acquire Twitch Interactive, Inc., the leading live video platform for gamers. In July, more than 55 million unique visitors viewed more than 15 billion minutes of content on Twitch produced by more than 1 million broadcasters, including individual gamers, pro players, publishers, developers, media outlets, conventions and stadium-filling esports organizations.

“Broadcasting and watching gameplay is a global phenomenon and Twitch has built a platform that brings together tens of millions of people who watch billions of minutes of games each month — from The International, to breaking the world record for Mario, to gaming conferences like E3. And, amazingly, Twitch is only three years old,” said Jeff Bezos, founder and CEO of Amazon.com. “Like Twitch, we obsess over customers and like to think differently, and we look forward to learning from them and helping them move even faster to build new services for the gaming community.”

“Amazon and Twitch optimize for our customers first and are both believers in the future of gaming,” said Twitch CEO Emmett Shear. “Being part of Amazon will let us do even more for our community. We will be able to create tools and services faster than we could have independently. This change will mean great things for our community, and will let us bring Twitch to even more people around the world.”

Twitch launched in June 2011 to focus exclusively on live video for gamers. Under the terms of the agreement, which has been approved by Twitch’s shareholders, Amazon will acquire all of the outstanding shares of Twitch for approximately $970 million in cash, as adjusted for the assumption of options and other items. Subject to customary closing conditions, the acquisition is expected to close in the second half of 2014.

About Amazon.com
Amazon opened on the World Wide Web in July 1995. The company is guided by three principles: customer obsession rather than competitor focus, passion for invention, and long-term thinking. Customer reviews, 1-Click shopping, personalized recommendations, Prime, Fulfillment by Amazon, AWS, Kindle Direct Publishing, Kindle, Fire phone, Fire tablets, and Fire TV are some of the products and services pioneered by Amazon.

About Twitch
Twitch is the leading live video platform and community for gamers where more than 55 million have gathered to broadcast, watch and talk about video games. Twitch’s video platform is the backbone of both live and on-demand distribution for the entire video game ecosystem. This includes game developers, publishers, media outlets, events, user generated content and the entire esports scene. In February 2014, The Wall Street Journal ranked Twitch as the 4th largest website in terms of peak internet traffic in the U.S., fortifying the brand as an entertainment industry leader and the epicenter of social video for gamers. For more information, visit: www.twitch.tv

Forward-Looking Statements
This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Actual results may differ significantly from management’s expectations. These forward-looking statements involve risks and uncertainties that include, among others, risks related to competition, management of growth, new products, services and technologies, potential fluctuations in operating results, international expansion, outcomes of legal proceedings and claims, fulfillment and data center optimization, seasonality, commercial agreements, acquisitions and strategic transactions, foreign exchange rates, system interruption, inventory, government regulation and taxation, payments and fraud. More information about factors that potentially could affect Amazon.com’s financial results is included in Amazon.com’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and subsequent filings.