Other Information
+Added: Separation and Distribution Agreement, dated as of October 7, 2021, by and between Ziff Davis, Inc.
+Added: and Consensus Cloud Solutions, Inc.
Amended and Restated Certificate of Incorporation of J2 Global, Inc., dated as of June 10, 2014 (2)
1 unchanged sentence
dated as of September 5, 2019 (3)
−Removed: Third Amended and Restated By-Laws (2)
−Removed: Credit Agreement, dated as of April 7, 2021, among J2 Global, Inc., the Lenders from time to time party thereto and MUFG Union Bank, N.A., as Administrative Agent and Collateral Agent
−Removed: First Amendment to Credit Agreement, dated as of June 2, 2021, by and among J2 Global, Inc., the subsidiaries of J2 Global, Inc.
+Added: Certificate of Amendment to Amended and Restated Certificate of Incorporation of Ziff Davis, Inc.
+Added: dated as of October 7, 2021 (1)
+Added: Fifth Amended and Restated Bylaws of Ziff Davis, Inc.
+Added: Second, Third and Fourth Amendments to Credit Agreement by and among J2 Global, Inc., the subsidiaries of J2 Global, Inc.
party thereto as guarantors, Citicorp North America Inc.
and MUFG Union Bank, N.A., as lenders, and MUFG Union Bank, N.A., as administrative agent for the lenders.
+Added: Transition Services Agreement, dated as of October 7, 2021, by and between Ziff Davis, Inc.
+Added: and Consensus Cloud Solutions, Inc.
+Added: Tax Matters Agreement, dated as of October 7, 2021, by and between Ziff Davis, Inc.
+Added: and Consensus Cloud Solutions, Inc.
+Added: Employee Matters Agreement, dated as of October 7, 2021, by and between Ziff Davis, Inc.
+Added: and Consensus Cloud Solutions, Inc.
+Added: Intellectual Property License Agreement, dated as of October 7, 2021, by and between Ziff Davis, Inc.
+Added: and Consensus Cloud Solutions, Inc.
+Added: Stockholder and Registration Rights Agreement, dated as of October 7, 2021, by and between Ziff Davis, Inc.
+Added: and Consensus Cloud Solutions, Inc.
Rule 13a-14(a) Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
2 unchanged sentences
Section 1350 Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: 101 The following financial information from J2 Global, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021, formatted in XBRL (eXtensible Business Reporting Language):
−Removed: (i) Condensed Consolidated Balance Sheets as of June 30, 2021 and December 31, 2020, (ii) Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021 and 2020, (iii) Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2021 and 2020, (iv) Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2021 and 2020, (v) Condensed Consolidated Statements of Stockholders’ Equity for the three and six months ended June 30, 2021 and 2020, and (vi) the Notes to Condensed Consolidated Financial Statements.
−Removed: 104 Cover Page Interactive Data File - the cover page from J2 Global, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021 is formatted in Inline XBRL
−Removed: (1) Incorporated by reference to J2 Global’s Current Report on Form 8-K filed with the Commission on June 10, 2014.
−Removed: (2) Incorporated by reference to J2 Global’s Current Report on Form 8-K filed with the Commission on November 1, 2019.
+Added: 101 The following financial information from Ziff Davis, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, formatted in XBRL (eXtensible Business Reporting Language):
+Added: (i) Condensed Consolidated Balance Sheets as of September 30, 2021 and December 31, 2020, (ii) Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2021 and 2020, (iii) Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2021 and 2020, (iv) Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2021 and 2020, (v) Condensed Consolidated Statements of Stockholders’ Equity for the three and nine months ended September 30, 2021 and 2020, and (vi) the Notes to Condensed Consolidated Financial Statements.
+Added: 104 Cover Page Interactive Data File - the cover page from Ziff Davis, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021 is formatted in Inline XBRL
+Added: (1) Incorporated by reference to Ziff Davis’ Current Report on Form 8-K filed with the Commission on October 8, 2021.
+Added: (2) Incorporated by reference to Ziff Davis’ Current Report on Form 8-K filed with the Commission on June 10, 2014.
+Added: (3) Incorporated by reference to Ziff Davis’ Current Report on Form 8-K filed with the Commission on November 1, 2019.
+Added: (4) Incorporated by reference to Ziff Davis’ Current Report on Form 8-K filed with the Commission on September 22, 2021.
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 thereunto duly authorized.
−Removed: J2 Global, Inc.
−Removed: August 9, 2021 By:
+Added: Ziff Davis, Inc.
+Added: November 9, 2021 By:
/s/ VIVEK SHAH
1 unchanged sentence
(Principal Executive Officer)
−Removed: August 9, 2021 By:
−Removed: SCOTT TURICCHI
−Removed: Scott Turicchi
−Removed: President and Chief Financial Officer
−Removed: (Principal Financial Officer)
−Removed: August 9, 2021 By:
+Added: November 9, 2021 By:
Chief Accounting Officer
+Added: (Interim Principal Financial Officer and
+Added: Principal Accounting Officer)
INDEX TO EXHIBITS
Exhibit Number Description
+Added: Separation and Distribution Agreement, dated as of October 7, 2021, by and between Ziff Davis, Inc.
+Added: and Consensus Cloud Solutions, Inc.
Amended and Restated Certificate of Incorporation of J2 Global, Inc., dated as of June 10, 2014 (2)
1 unchanged sentence
dated as of September 5, 2019 (3)
−Removed: Third Amended and Restated By-Laws (2)
−Removed: Credit Agreement, dated as of April 7, 2021, among J2 Global, Inc., the Lenders from time to time party thereto and MUFG Union Bank, N.A., as Administrative Agent and Collateral Agent
−Removed: First Amendment to Credit Agreement, dated as of June 2, 2021, by and among J2 Global, Inc., the subsidiaries of J2 Global, Inc.
+Added: Certificate of Amendment to Amended and Restated Certificate of Incorporation of Ziff Davis, Inc.
+Added: dated as of October 7, 2021 (1)
+Added: Fifth Amended and Restated Bylaws of Ziff Davis, Inc.
+Added: Second, Third and Fourth Amendments to Credit Agreement by and among J2 Global, Inc., the subsidiaries of J2 Global, Inc.
party thereto as guarantors, Citicorp North America Inc.
and MUFG Union Bank, N.A., as lenders, and MUFG Union Bank, N.A., as administrative agent for the lenders.
+Added: Transition Services Agreement, dated as of October 7, 2021, by and between Ziff Davis, Inc.
+Added: and Consensus Cloud Solutions, Inc.
+Added: Tax Matters Agreement, dated as of October 7, 2021, by and between Ziff Davis, Inc.
+Added: and Consensus Cloud Solutions, Inc.
+Added: Employee Matters Agreement, dated as of October 7, 2021, by and between Ziff Davis, Inc.
+Added: and Consensus Cloud Solutions, Inc.
+Added: Intellectual Property License Agreement, dated as of October 7, 2021, by and between Ziff Davis, Inc.
+Added: and Consensus Cloud Solutions, Inc.
+Added: Stockholder and Registration Rights Agreement, dated as of October 7, 2021, by and between Ziff Davis, Inc.
+Added: and Consensus Cloud Solutions, Inc.
Rule 13a-14(a) Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
2 unchanged sentences
Section 1350 Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: 101 The following financial information from J2 Global, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021, formatted in XBRL (eXtensible Business Reporting Language):
−Removed: (i) Condensed Consolidated Balance Sheets as of June 30, 2021 and December 31, 2020, (ii) Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021 and 2020, (iii) Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2021 and 2020, (iv) Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2021 and 2020, (v) Condensed Consolidated Statements of Stockholders’ Equity for the three and six months ended June 30, 2021 and 2020, and (vi) the Notes to Condensed Consolidated Financial Statements.
−Removed: 104 Cover Page Interactive Data File - the cover page from J2 Global, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021 is formatted in Inline XBRL
−Removed: (1) Incorporated by reference to J2 Global’s Current Report on Form 8-K filed with the Commission on June 10, 2014.
−Removed: (2) Incorporated by reference to J2 Global’s Current Report on Form 8-K filed with the Commission on November 1, 2019.
+Added: 101 The following financial information from Ziff Davis, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, formatted in XBRL (eXtensible Business Reporting Language):
+Added: (i) Condensed Consolidated Balance Sheets as of September 30, 2021 and December 31, 2020, (ii) Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2021 and 2020, (iii) Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2021 and 2020, (iv) Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2021 and 2020, (v) Condensed Consolidated Statements of Stockholders’ Equity for the three and nine months ended September 30, 2021 and 2020, and (vi) the Notes to Condensed Consolidated Financial Statements.
+Added: 104 Cover Page Interactive Data File - the cover page from Ziff Davis, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021 is formatted in Inline XBRL
+Added: (1) Incorporated by reference to Ziff Davis’ Current Report on Form 8-K filed with the Commission on October 8, 2021.
+Added: (2) Incorporated by reference to Ziff Davis’ Current Report on Form 8-K filed with the Commission on June 10, 2014.
+Added: (3) Incorporated by reference to Ziff Davis’ Current Report on Form 8-K filed with the Commission on November 1, 2019.
+Added: (4) Incorporated by reference to Ziff Davis’ Current Report on Form 8-K filed with the Commission on September 22, 2021.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.