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): June 2, 2006
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) 331-3300
(Registrant’s telephone number, including area code)
Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the reporting obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act |
| ¨ | Soliciting material pursuant to Rule 14a-12 of the Exchange Act |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) Exchange Act |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) Exchange Act |
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| Item 8.01 | Other Events. |
Attached hereto as Exhibit 99.1, and incorporated herein by reference, is the certain unaudited pro forma condensed consolidated financial statement of Marchex, Inc. for the year ended December 31, 2005 relative to Marchex’s previously reported acquisitions, including the Name Development Ltd. and Pike Street Industries, Inc. asset acquisitions, the IndustryBrains, Inc. acquisition, and the February 2005 common and preferred stock follow-on offerings.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit No. | Description | |
| 99.1 | Unaudited pro forma condensed consolidated financial statement for Marchex, Inc. for the year ended December 31, 2005. |
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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: June 2, 2006 | MARCHEX, INC. | |||||||
| By: |
/S/ MICHAEL A. ARENDS | |||||||
| Name: |
Michael A. Arends | |||||||
| Title: |
Chief Financial Officer | |||||||
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EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Unaudited pro forma condensed consolidated financial statement for Marchex, Inc. for the year ended December 31, 2005. |
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