SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 2)*
Global Sports, Inc.
-------------------
(Name of Issuer)
Common Stock, $0.01 par value
-----------------------------
(Title of Class of Securities)
37937A107
--------------
(CUSIP Number)
David M. Apostolico, Esq.
Interactive Technology Holdings, L.L.C.
222 Delaware Avenue
Suite 1460
Wilmington, DE 19801
302-427-4293
-------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 23, 2001; August 28, 2001
-------------------------------------------------------
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box. []
Note: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7 for other
parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 12 Pages)
__________
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
CUSIP No. 37937A107 13D Page 2 of 12 Pages
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1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
INTERACTIVE TECHNOLOGY HOLDINGS, LLC
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2. Check the Appropriate Box if a Member of a Group* (a) [ ]
(b) [X]
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3. SEC Use Only
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4. Source of Funds*
AF; OO
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5. Check Box if Disclosure of Legal Proceedings Is Required Pursuant to
Item 2(d) or 2(e) [ ]
--------------------------------------------------------------------------------
6. Citizenship or Place of Organization
Delaware
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Number of
Shares 7. Sole Voting Power -0-
Beneficially ------------------------------------------------------------------
Owned by 8. Shared Voting Power 20,867,096 (1)(2)
Each ------------------------------------------------------------------
Reporting 9. Sole Dispositive Power -0-
Person With ------------------------------------------------------------------
10. Shared Dispositive Power 13,800,000 (1)
--------------------------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person
20,867,096 (1)(2)
--------------------------------------------------------------------------------
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*
[ ]
--------------------------------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11) 52.5% (1)(2)
--------------------------------------------------------------------------------
14. Type of Reporting Person* OO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
__________
Explanation of Responses:
(1) Includes warrants to purchase 4,800,000 shares of Common Stock, which
warrants are exercisable at various exercise prices and over various periods of
time.
(2) Includes 7,067,096 shares of Common Stock held by an unrelated party who has
granted one of the Reporting Persons a right to vote all of the shares of Common
Stock beneficially owned by such party, in the manner set forth in a voting
agreement made between Interactive Technology Holdings, LLC and such unrelated
party.
CUSIP No. 37937A107 13D Page 3 of 12 Pages
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1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
QK HOLDINGS, INC.
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2. Check the Appropriate Box if a Member of a Group* (a) [ ]
(b) [ X ]
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3. SEC Use Only
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4. Source of Funds*
AF
--------------------------------------------------------------------------------
5. Check Box if Disclosure of Legal Proceedings Is Required Pursuant to
Item 2(d) or 2(e) [ ]
--------------------------------------------------------------------------------
6. Citizenship or Place of Organization
Delaware
--------------------------------------------------------------------------------
Number of
Shares 7. Sole Voting Power -0-
Beneficially ------------------------------------------------------------------
Owned by 8. Shared Voting Power 20,867,096 (1)(2)
Each ------------------------------------------------------------------
Reporting 9. Sole Dispositive Power -0-
Person With ------------------------------------------------------------------
10. Shared Dispositive Power 13,800,000 (1)
--------------------------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person
20,867,096 (1)(2)
--------------------------------------------------------------------------------
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*
[ ]
--------------------------------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11) 52.5% (1)(2)
--------------------------------------------------------------------------------
14. Type of Reporting Person* CO
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
__________
Explanation of Responses:
(1) Includes warrants to purchase 4,800,000 shares of Common Stock, which
warrants are exercisable at various exercise prices and over various periods of
time.
(2) Includes 7,067,096 shares of Common Stock held by an unrelated party who has
granted one of the Reporting Persons a right to vote all of the shares of Common
Stock beneficially owned by such party, in the manner set forth in a voting
agreement made between Interactive Technology Holdings, LLC and such unrelated
party.
CUSIP No. 37937A107 13D Page 4 of 12 Pages
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1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
COMCAST CORPORATION
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2. Check the Appropriate Box if a Member of a Group* (a) [ ]
(b) [ X ]
--------------------------------------------------------------------------------
3. SEC Use Only
--------------------------------------------------------------------------------
4. Source of Funds*
WC
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5. Check Box if Disclosure of Legal Proceedings Is Required Pursuant to
Item 2(d) or 2(e) [ ]
--------------------------------------------------------------------------------
6. Citizenship or Place of Organization
Pennsylvania
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Number of
Shares 7. Sole Voting Power -0-
Beneficially ------------------------------------------------------------------
Owned by 8. Shared Voting Power 20,867,096 (1)(2)
Each ------------------------------------------------------------------
Reporting 9. Sole Dispositive Power -0-
Person With ------------------------------------------------------------------
10. Shared Dispositive Power 13,800,000 (1)
--------------------------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person
20,867,096 (1)(2)
--------------------------------------------------------------------------------
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*
[ ]
--------------------------------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11) 52.5% (1)(2)
--------------------------------------------------------------------------------
14. Type of Reporting Person* CO
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
__________
Explanation of Responses:
(1) Includes warrants to purchase 4,800,000 shares of Common Stock, which
warrants are exercisable at various exercise prices and over various periods of
time.
(2) Includes 7,067,096 shares of Common Stock held by an unrelated party who has
granted one of the Reporting Persons a right to vote all of the shares of Common
Stock beneficially owned by such party, in the manner set forth in a voting
agreement made between Interactive Technology Holdings, LLC and such unrelated
party.
CUSIP No. 37937A107 13D Page 5 of 12 Pages
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1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
QVC, INC.
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2. Check the Appropriate Box if a Member of a Group* (a) [ ]
(b) [X]
--------------------------------------------------------------------------------
3. SEC Use Only
--------------------------------------------------------------------------------
4. Source of Funds*
WC
--------------------------------------------------------------------------------
5. Check Box if Disclosure of Legal Proceedings Is Required Pursuant to
Item 2(d) or 2(e) [ ]
--------------------------------------------------------------------------------
6. Citizenship or Place of Organization
Delaware
--------------------------------------------------------------------------------
Number of
Shares 7. Sole Voting Power -0-
Beneficially ------------------------------------------------------------------
Owned by 8. Shared Voting Power 20,867,096 (1)(2)
Each ------------------------------------------------------------------
Reporting 9. Sole Dispositive Power -0-
Person With ------------------------------------------------------------------
10. Shared Dispositive Power 13,800,000 (1)
--------------------------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person
20,867,096 (1)(2)
--------------------------------------------------------------------------------
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*
[ ]
--------------------------------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11) 52.5% (1)(2)
--------------------------------------------------------------------------------
14. Type of Reporting Person* CO
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
__________
Explanation of Responses:
(1) Includes warrants to purchase 4,800,000 shares of Common Stock, which
warrants are exercisable at various exercise prices and over various periods of
time.
(2) Includes 7,067,096 shares of Common Stock held by an unrelated party who has
granted one of the Reporting Persons a right to vote all of the shares of Common
Stock beneficially owned by such party, in the manner set forth in a voting
agreement made between Interactive Technology Holdings, LLC and such unrelated
party.
CUSIP No. 37937A107 13D Page 6 of 12 Pages
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1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
COMCAST PROGRAMMING HOLDINGS, INC.
--------------------------------------------------------------------------------
2. Check the Appropriate Box if a Member of a Group* (a) [ ]
(b) [ X ]
--------------------------------------------------------------------------------
3. SEC Use Only
--------------------------------------------------------------------------------
4. Source of Funds*
AF
--------------------------------------------------------------------------------
5. Check Box if Disclosure of Legal Proceedings Is Required Pursuant to
Item 2(d) or 2(e) [ ]
--------------------------------------------------------------------------------
6. Citizenship or Place of Organization
Delaware
--------------------------------------------------------------------------------
Number of
Shares 7. Sole Voting Power -0-
Beneficially ------------------------------------------------------------------
Owned by 8. Shared Voting Power 20,867,096 (1)(2)
Each ------------------------------------------------------------------
Reporting 9. Sole Dispositive Power -0-
Person With ------------------------------------------------------------------
10. Shared Dispositive Power 13,800,000 (1)
--------------------------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person
20,867,096 (1)(2)
--------------------------------------------------------------------------------
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*
[ ]
--------------------------------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11) 52.5% (1)(2)
--------------------------------------------------------------------------------
14. Type of Reporting Person* CO
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
__________
Explanation of Responses:
(1) Includes warrants to purchase 4,800,000 shares of Common Stock, which
warrants are exercisable at various exercise prices and over various periods of
time.
(2) Includes 7,067,096 shares of Common Stock held by an unrelated party who has
granted one of the Reporting Persons a right to vote all of the shares of Common
Stock beneficially owned by such party, in the manner set forth in a voting
agreement made between Interactive Technology Holdings, LLC and such unrelated
party.
CUSIP No. 37937A107 13D Page 7 of 12 Pages
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1. Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
COMCAST QVC, INC.
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2. Check the Appropriate Box if a Member of a Group* (a) [ ]
(b) [ X ]
--------------------------------------------------------------------------------
3. SEC Use Only
--------------------------------------------------------------------------------
4. Source of Funds*
AF
--------------------------------------------------------------------------------
5. Check Box if Disclosure of Legal Proceedings Is Required Pursuant to
Item 2(d) or 2(e) [ ]
--------------------------------------------------------------------------------
6. Citizenship or Place of Organization
Delaware
--------------------------------------------------------------------------------
Number of
Shares 7. Sole Voting Power -0-
Beneficially ------------------------------------------------------------------
Owned by 8. Shared Voting Power 20,867,096 (1)(2)
Each ------------------------------------------------------------------
Reporting 9. Sole Dispositive Power -0-
Person With ------------------------------------------------------------------
10. Shared Dispositive Power 13,800,000 (1)
--------------------------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person
20,867,096 (1)(2)
--------------------------------------------------------------------------------
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*
[ ]
--------------------------------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11) 52.5% (1)(2)
--------------------------------------------------------------------------------
14. Type of Reporting Person* CO
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
__________
Explanation of Responses:
(1) Includes warrants to purchase 4,800,000 shares of Common Stock, which
warrants are exercisable at various exercise prices and over various periods of
time.
(2) Includes 7,067,096 shares of Common Stock held by an unrelated party who has
granted one of the Reporting Persons a right to vote all of the shares of Common
Stock beneficially owned by such party, in the manner set forth in a voting
agreement made between Interactive Technology Holdings, LLC and such unrelated
party.
Introduction
------------
This Amendment No. 2 to Schedule 13D (this "Amendment") amends and
supplements the Statement on Schedule 13D filed on September 22, 2000, as
amended and supplemented by Amendment No. 1 thereto filed on October 6, 2000 (as
so amended, the "Original Filing"), on behalf of Interactive Technology
Holdings, L.L.C., QK Holdings, Inc., Comcast Corporation, QVC, Inc., Comcast
Programming Holdings, Inc., and Comcast QVC, Inc. Capitalized terms used and not
defined in this Amendment have the meanings set forth in the Original Filing.
References to "herein" and "hereof" are references to the Original Filing, as
amended by this Amendment.
The purpose of this Amendment is to include among the number of shares
of the Company's Common Stock beneficially owned by the Reporting Persons (1)
the shares of Common Stock acquired by Interactive on August 23, 2001 pursuant
to the Stock Purchase Agreement, dated as of July 20, 2001 (the "2001 Purchase
Agreement"), among the Company, Rubin and Interactive, and (2) the warrants to
purchase an aggregate of 300,000 shares of Common Stock at an exercise price of
$6.00 per share, which warrants were received by Interactive on August 28, 2001
in consideration for certain corporate development services performed by
Interactive on behalf of the Company.
Item 1. Security and Company.
Not modified.
Item 2. Identity and Background.
Not modified.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 of the Original Filing is hereby amended and supplemented to
include the following:
The aggregate consideration paid by Interactive to the Company and
Rubin for the shares of Common Stock purchased by Interactive from the Company
and Rubin pursuant to the 2001 Purchase Agreement was $40,000,000, which
aggregate consideration was funded with a capital contribution of $12,000,000
from working capital of Comcast and a capital contribution of $28,000,000 from
working capital of QVC.
The warrants received by Interactive on August 28, 2001 were issued in
consideration for certain corporate development services performed by
Interactive on behalf of the Company.
Item 4. Purpose of Transaction.
Item 4 of the Original Filing is hereby amended and supplemented to
include the following:
Pursuant to the 2001 Purchase Agreement, at the closing held on August
23, 2001, Interactive acquired (1) an additional 3,000,000 shares of Common
Stock of the Company from the Company at a purchase price of $10.00 per share
and (2) an additional 1,000,000 shares of Common Stock of the Company from Rubin
at a purchase price of $10.00 per share.
The 2001 Purchase Agreement, among other things, clarifies certain
provisions of the Purchase Agreement that are described in the Original Filing.
In particular, with respect to Interactive's right, based on its maintenance of
certain share ownership thresholds, to designate up to two members of the
Company's board of directors and, if no directors are so designated, to
designate one representative to attend all board meetings in a non-voting
capacity, the 2001 Purchase Agreement clarifies that Interactive is entitled to
Page 8 of 12 Pages
include all shares of Common Stock acquired under the 2001 Purchase Agreement,
as well as any other shares of Common Stock acquired thereafter, for the purpose
of determining whether such ownership thresholds are met.
As a condition to the closing under the 2001 Purchase Agreement, the
Company, Interactive, Rubin and SOFTBANK entered into a letter agreement, dated
as of July 20, 2001 (the "SOFTBANK Letter Agreement"), pursuant to which, among
other things, the Company and SOFTBANK amended the Stock Purchase Agreement,
dated as of April 28, 2000, between the Company and SOFTBANK, as amended (the
"SOFTBANK Purchase Agreement"), and Rubin and SOFTBANK amended the Restated
Voting Agreement, dated as of May 1, 2000, between SOFTBANK and Rubin, as
amended, in order to reduce the number of members of the Company's board of
directors that SOFTBANK has the right to designate from three to two. The
SOFTBANK Letter Agreement, together with the 2001 Purchase Agreement, further
provides that, to the extent the director designation provisions contained in
the Purchase Agreement and the SOFTBANK Purchase Agreement, as described above,
are incorporated by reference into the SOFTBANK Voting Agreement, Interactive
and SOFTBANK consent to the changes to such provisions as described above. The
2001 Purchase Agreement further provides that, to the extent the director
designation provision contained in the Purchase Agreement, as described above,
is incorporated by reference into the Rubin Voting Agreement, Rubin consents to
the changes to such provision as described above.
Also as a condition to the closing under the 2001 Purchase Agreement,
the Company, Interactive, SOFTBANK and Rustic Canyon Ventures, L.P. (formerly
known as TMCT Ventures, L.P.) entered into a Second Amendment to the Second
Amended and Restated Registration Rights Agreement, dated as of September 13,
2000, among those same parties (as amended, the "Registration Rights Agreement")
in order to extend the demand and incidental registration rights granted by the
Company to Interactive with respect to the Common Stock acquired by Interactive
pursuant to the Purchase Agreement to the Common Stock acquired by Interactive
pursuant to the 2001 Purchase Agreement.
On August 28, 2001, in a transaction unrelated to the 2001 Purchase
Agreement described above, Interactive received warrants to purchase an
aggregate of 300,000 shares of Common Stock at an exercise price of $6.00 per
share. These warrants become exercisable in full on October 18, 2001 and expire
after July 19, 2006. These warrants were issued to Interactive in consideration
for certain corporate development services performed by Interactive on behalf of
the Company.
Item 5. Interest in Securities of the Company.
Item 5 of the Original Filing is hereby amended by replacing the first
paragraph in its entirety with the following:
Based upon information represented by the Company in the 2001 Purchase
Agreement, as of July 31, 2001, and assuming exercise of all warrants to
purchase Common Stock of which Interactive has beneficial ownership, the total
number of shares of Common Stock outstanding was 39,776,879. As of the date of
filing of this Amendment, and assuming exercise of all warrants to purchase
Common Stock of which Interactive has beneficial ownership, under Rule 13d-3,
Interactive has dispositive power over 13,800,000 shares of Common Stock
constituting approximately 34.7% of the outstanding shares of Common Stock and
shares voting power over 20,867,096 shares of Common Stock constituting
approximately 52.5% of the outstanding shares of Common Stock. By virtue of the
relationship among the Reporting Persons (see Item 2 herein), the Reporting
Persons may be deemed to have shared voting and dispositive power of the shares
of Common Stock of the Company beneficially owned by Interactive. In addition,
Lawrence S. Smith, Executive Vice President of Comcast Corporation, has sole
dispositive and voting power over 1,000 shares of Common Stock constituting less
than 1% of the outstanding shares of Common Stock.
Page 9 of 12 Pages
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Company.
Item 6 of the Original Filing is hereby amended and supplemented to
include the following:
Interactive also entered into the 2001 Purchase Agreement, the SOFTBANK
Letter Agreement and the Second Amendment to the Registration Rights Agreement,
as described in Item 4.
Item 7. Material Filed as Exhibits.
1. Stock and Warrant Purchase Agreement, dated September 13, 2000,
between Interactive Technology Holdings, L.L.C. and Global Sports, Inc.
(incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K of
the Company filed on September 20, 2000).
2. Second Amended and Restated Registration Rights Agreement, dated as
of September 13, 2000, by and among Global Sports, Inc. and the Holders Listed
on the Signature Pages thereto (incorporated by reference to Exhibit 99.3 to the
Current Report on Form 8-K of the Company filed on September 20, 2000).
3. Voting Agreement, dated as of September 13, 2000, between
Interactive Technology Holdings, L.L.C. and Michael G. Rubin (incorporated by
reference to Exhibit 99.1 to the Current Report on Form 8-K of the Company filed
on September 20, 2000).
4. Voting Agreement, dated as of September 13, 2000, between
Interactive Technology Holdings, L.L.C. and SOFTBANK Capital Partners L.P. and
SOFTBANK Capital Advisors Fund L.P. (incorporated by reference to Exhibit 99.2
to the Current Report on Form 8-K of the Company filed on September 20, 2000).
5. Stock Purchase Agreement, dated as of July 20, 2001, among
Interactive Technology Holdings, L.L.C., Global Sports, Inc. and Michael G.
Rubin (incorporated by reference to Exhibit 2.1 to the Current Report on Form
8-K of the Company filed on August 27, 2001).
6. Second Amendment to Second Amended and Restated Registration Rights
Agreement made as of July 20, 2001 by and among Global Sports, Inc. and the
Holders Listed on the Signature Pages to the Second Amended and Restated
Registration Rights Agreement (incorporated by reference to Exhibit 99.2 to the
Current Report on Form 8-K of the Company filed on August 27, 2001).
7. Letter Agreement, dated July 20, 2001, among Global Sports, Inc.,
Interactive Technology Holdings, L.L.C., Michael G. Rubin, SOFTBANK Capital
Partners L.P. and SOFTBANK Capital Advisors Fund L.P. (incorporated by reference
to Exhibit 99.1 to the Current Report on Form 8-K of the Company filed on August
27, 2001).
8. Joint Filing Agreement, dated as of September 22, 2000, by and
among the Reporting Persons (previously filed on September 22, 2000, as Exhibit
5 to the Original Filing).
9. Amended and Restated Executive Officers and Directors of the
Reporting Persons (filed herewith).
Page 10 of 12 Pages
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief,
we certify that the information set forth in this statement is true, complete
and correct.
Dated: August 29, 2001
INTERACTIVE TECHNOLOGY HOLDINGS, L.L.C.
By: QK Holdings, Inc., its Managing Member
By: /s/ David Apostolico
--------------------------------------------
Name: David Apostolico
Title: President of QK Holdings, Inc.
QK HOLDINGS, INC.
By: /s/ David Apostolico
--------------------------------------------
Name: David Apostolico
Title: President of QK Holdings, Inc.
COMCAST CORPORATION
By: /s/ Kenneth Mikalauskas
--------------------------------------------
Name: Kenneth Mikalauskas
Title: Vice President - Finance
QVC, INC.
By: /s/ Neal S. Grabell
--------------------------------------------
Name: Neal S. Grabell
Title: General Counsel
Comcast Programming Holdings, Inc.
By: /s/ Rosemarie S. Teta
--------------------------------------------
Name: Rosemarie S. Teta
Title: Vice President
Comcast QVC, Inc.
By: /s/ Rosemarie S. Teta
--------------------------------------------
Name: Rosemarie S. Teta
Title: Vice President
Page 11 of 12 Pages
Index to Exhibits
10.1. Stock and Warrant Purchase Agreement, dated September 13,
2000, between Interactive Technology Holdings, L.L.C. and
Global Sports, Inc. (incorporated by reference to Exhibit 2.1
to the Current Report on Form 8-K of the Company filed on
September 20, 2000).
10.2. Second Amended and Restated Registration Rights Agreement,
dated as of September 13, 2000, by and among Global Sports,
Inc. and the Holders Listed on the Signature Pages thereto
(incorporated by reference to Exhibit 99.3 to the Current
Report on Form 8-K of the Company filed on September 20,
2000).
10.3. Voting Agreement, dated as of September 13, 2000, between
Interactive Technology Holdings, L.L.C. and Michael G. Rubin
(incorporated by reference to Exhibit 99.1 to the Current
Report on Form 8-K of the Company filed on September 20,
2000).
10.4. Voting Agreement, dated as of September 13, 2000, between
Interactive Technology Holdings, L.L.C. and SOFTBANK Capital
Partners L.P., and SOFTBANK Capital Advisors Fund L.P.
(incorporated by reference to Exhibit 99.2 to the Current
Report on Form 8-K of the Company filed on September 20,
2000).
10.5. Stock Purchase Agreement, dated as of July 20, 2001, among
Interactive Technology Holdings, L.L.C., Global Sports, Inc.
and Michael G. Rubin (incorporated by reference to Exhibit 2.1
to the Current Report on Form 8-K of the Company filed on
August 27, 2001).
10.6. Second Amendment to Second Amended and Restated Registration
Rights Agreement made as of July 20, 2001 by and among Global
Sports, Inc. and the Holders Listed on the Signature Pages to
the Second Amended and Restated Registration Rights Agreement
(incorporated by reference to Exhibit 99.2 to the Current
Report on Form 8-K of the Company filed on August 27, 2001).
10.7. Letter Agreement, dated July 20, 2001, among Global Sports,
Inc., Interactive Technology Holdings, L.L.C., Michael G.
Rubin, SOFTBANK Capital Partners L.P. and SOFTBANK Capital
Advisors Fund L.P. (incorporated by reference to Exhibit 99.1
to the Current Report on Form 8-K of the Company filed on
August 27, 2001).
10.8. Joint Filing Agreement, dated as of September 22, 2000, by and
among the Reporting Persons (previously filed on September 22,
2000, as Exhibit 10.5 to the Original Filing).
99.1. Amended and Restated Executive Officers and Directors of the
Reporting Persons (filed herewith).
Page 12 of 12 Pages