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Form 8-K BLUCORA, INC. For: May 26

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May 31, 2016 4:20 PM EDT


 
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
May 26, 2016
Date of Report
(Date of earliest event reported)
 
BLUCORA, INC.
(Exact name of registrant as specified in its charter)
 
DELAWARE
000-25131
91-1718107
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
10900 NE 8th Street, Suite 800
Bellevue, Washington 98004
(Address of principal executive offices)
(425) 201-6100
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:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 






Item 1.01.    Entry into a Material Definitive Agreement

On May 26, 2016, Blucora, Inc. (the “Company”) and its subsidiary InfoSpace LLC (together with the Company, “InfoSpace”) and Yahoo! Inc. and Yahoo! EMEA Limited (together, “Yahoo”) entered into Amendment #4 to the Yahoo! Publisher Network Contract #2-23975446, as amended (the “Amendment”), pursuant to which the parties extended the term of that certain Yahoo! Publisher Network Contract #1-23975446 effective as of January 1, 2011 between InfoSpace and Yahoo until July 31, 2016.
The foregoing description is a summary, does not purport to be a complete description of the Amendment, and is qualified in its entirety by reference to the Amendment, a copy of which is filed hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 9.01.    Financial Statements and Exhibits

10.1
Amendment No. 4 to to the Yahoo! Publisher Network Contract #2-23975446, as amended.




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.
Date: May 26, 2016

 
 
BLUCORA, INC.
 
 
 
 
 
By:  /s/ Mark Finkelstein
 
 
Mark Finkelstein
 
 
Chief Legal & Administrative Officer and Secretary


EXECUTION VERSION        Contract #2-23975446-4

Amendment #4
to the
Yahoo! Publisher Network Contract #2-23975446
Effective as of January 1, 2011, as amended (“Agreement”)
This Amendment #4 to the Agreement (“Amendment #4”) is effective as of the latter date of Yahoo! Inc.’s or Publisher’s signature below (“Amendment #4 Effective Date”) by and between Yahoo! Inc. and Yahoo! EMEA Limited (as successor to Yahoo! Sarl and together with Yahoo! Inc.,“Yahoo”) on the one hand, and InfoSpace LLC (f/k/a InfoSpace Sales LLC) and Blucora, Inc. (f/k/a InfoSpace Inc., and collectively with InfoSpace Sales LLC, “Publisher”) on the other hand. All capitalized terms not defined herein shall have the meanings assigned to them in the Agreement.
In consideration of these mutual covenants and for such other good and valuable consideration, the sufficiency of which is acknowledged by the parties hereto, Yahoo and Publisher desire to amend the Agreement as follows:
1.
The End Date of the Agreement is hereby deleted and replaced with July 31, 2016. For clarity, the Agreement shall not automatically renew after the End Date.

2.
In the event of any conflict between the terms and conditions of the Agreement and the terms and conditions of this Amendment #4, the terms and conditions of this Amendment #4 shall control. Except as amended by this Amendment #4, the Agreement shall remain in full force and effect in accordance with its terms. This Amendment #4 may be executed in two or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment #4 to the Agreement to be executed by their duly authorized representatives as of the Amendment #4 Effective Date.
YAHOO! INC.
By: /s/ Ian Weingarten
Name: Ian Weingarten
Title: SVP Corporate Development & Partnerships
Date: May 25, 2016
INFOSPACE LLC
By: /s/ Peter Mansour
Name: Peter Mansour
Title: President
Date: May 26, 2016
YAHOO! EMEA LIMITED
By: /s/ Michael McElliott
Name: Michael McElliott
Title: Director
Date: May 26, 2016
BLUCORA, INC. (as guarantor under Section 22 of Attachment B)

By: /s/ Eric Emans
Name: Eric Emans
Title: CFO
Date: May 26, 2016





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