8-K 1 form8k021605.txt FORM 8-K DATED FEBRUARY 16, 2005 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) February 16, 2005 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, Suite 310, Provo, 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 6 pages. Item 1.01 Entry into a Material Definitive Agreement On or about February 15, 2005, the Company received $500,000 in funding under the terms of an unsecured promissory note. The funds were lent to the Company by a single accredited lender. This loan bears interest at the rate of prime plus one percent, is convertible into common stock at the rate of $1.50 per share and is unsecured. The principal and interest owing on this loan is due on the ninety day anniversary of the note. The Company does not have sufficient funding at this time to repay the amounts borrowed and there can be no assurance that sufficient funding will be received to repay the amounts owing. Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement The Company has incurred direct financial obligations in connection with the $500,000 promissory note. The terms of this arrangement is detailed in Item 1.01. 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 Promissory note in the principal amount of $500,000 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: February 17, 2005 By /s/ Frank Gillen --------------------- Frank Gillen President 3