8-K 1 form8k120704.txt FORM 8-K DATED DECEMBER 7, 2004 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) ------------------------------------------------ December 7, 2004 HOMENET CORPORATION ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 000-22236 33-0565710 ------------------------------- ------------------------ ------------------- (State or other jurisdiction of (Commission file number) (IRS employer incorporation) identification no.) 5252 North Edgewood Drive, #310, Prove, Utah 84604 -------------------------------------------- ---------- (Address of principal executive offices) (Zip code) (801) 502-6100 --------------------------------------------------- (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 (see General Instruction A.2.below): [ ] 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 240.13c-4(c) This document contains a total of 11 pages. Item 8.01 Other Information The Company entered into loan arrangement with two accredited lenders who agreed to loan the Company the principal amount of $1,200,000 (the "Loan"). The loan agreement is dated December 6, 2004, but an executed copies of the agreement were not delivered until December 7, 2004. The Loan was guaranteed by affiliates and other parties that are related to the Company. The Loan is payable in full on the 120 day anniversary of the date upon which any security interest associated with the Loan are executed. A loan origination fee in the amount of $204,000 is payable in connection with the Loan. As additional consideration for the Loan, the Company agreed to issued to the Lenders warrants exercisable for 75,000 shares of common stock that are exercisable for a five year period at $1.50 per share. The Loan proceeds are not immediately available to the Company, but are paid upon satisfaction of certain contingencies. In addition, part of the Loan proceeds are to be utilized to pay the Company's obligation to Zions National Bank in full. Item 9.01 Financial Statements and Exhibits a. Financial statements of businesses acquired Not applicable. b. Pro forma financial information Not applicable. c. Exhibits Number Description ------ ----------- 10.1 Loan Agreement by and between the Company and Horn Irrevocable Trust and Vescovo Finance, LLC. 10.2 Secured Promissory Note by and between the Company and Horn Irrevocable Trust and Vescovo Finance, LLC. 2 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. HOMENET CORPORATION Date: December 13, 2004 By /s/ Frank Gillen Frank Gillen President 3