U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Act of 1934
Date of Report (Date of earliest event reported): November 25, 2002
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HOM Corporation
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(Exact name of registrant as specified in its charter)
Georgia 000-32335 58-2558702
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(State or other
Jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
4210 Columbia Road, Suite 10-C
Augusta, Georgia 30907-0401
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (706) 228-5087
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(Former name or former address, if changed since last report)
FORWARD-LOOKING STATEMENTS
Except for the historical information presented in this document, the
matters discussed in this Form 8-K, contain "forward-looking statements" (as
such term is defined in the Private Securities Litigation Reform Act of 1995).
These statements can be identified by the use of forward-looking terminology
such as "believes", "expects", "may", "plans", "will", "should" or "anticipates"
or the negative thereof or other variations thereon or comparable terminology,
or by discussions of strategy that involve risks and uncertainties. The safe
harbor provisions of Section 21E of the Securities Exchange Act of 1934, as
amended, and Section 27A of the Securities Act of 1933, as amended, apply to
forward-looking statements made by the Registrant. The reader is cautioned not
to place undue reliance on these forward-looking statements. These
forward-looking statements involve risks and uncertainties, including those
identified within this Form 8-K and other filings with the SEC by the
Registrant. The actual results that the Registrant achieves may differ
materially from any forward-looking statements due to such risks and
uncertainties. These forward-looking statements are based on current
expectations, and the Registrant assumes no obligation to update this
information. Readers are urged to carefully review and consider the various
disclosures made by the Registrant in this Form 8-K and in the Registrant's
other reports filed with the Securities and Exchange Commission that attempt to
advise interested parties of the risks and factors that may affect the
Registrant's business.
Item 1. Changes in Control of Registrant.
On December 12, 2002, MA&N LLC ("MA&N") a Nevada limited liability company,
acquired 4,647,626 shares ("Purchase Shares") of the common stock ("Common") of
HOM Corporation (the "Company"), representing 51% of the total of 8,685,164
shares outstanding following such acquisition plus 427,828 shares issuable
(294,341 pursuant to options to be granted and 133,487 in settlement of loans to
the Company), or a total of 9,112,992 shares. MA&N is managed by Mark Neuhaus
and his wife, Nicole Bloom Neuhaus, who each have a 50% equity interest in MA&N.
The consideration for the Purchase Shares was:
a. All rights relating to the provision of ISP wireless service from not
less than five nodes, including effective lease or other authorization to use
the locations involved and all necessary equipment.
b. Consultation with the Company for at least two years on financial and
management matters with a view to materially enhancing the Company's
performance.
c. Arranging for personnel who can effect the management of the Company.
d. Causing the Company to proceed with the contemplated business plan of
acquiring additional entities or business operations in the ISP wireless
business.
e. Funding of current payment of accounting and legal fees to enable
upcoming filings with the U.S. Securities and Exchange Commission to be made on
Form 8-K with respect to this transaction and other relevant transaction and on
Form 10-K with respect to the Company's fiscal year ended September 30, 2002
(which will include currently outstanding accounting fees), estimated to be in
the range of $75,000 - $100,000.
MA&N's basis of control results from its 51% ownership of the issued and
issuable Common and from its control of the Board of Directors of the Company
resulting from the addition of three desigees of MA&N, Mark S. Neuhaus, Nicole
Bloom Neuhaus and Ned Baramov, an employee of MA&N and its affiliates, as
directors along with the two existing directors of the Company, Robert S. Wilson
and Bryce N. Batzer (who subsequently was killed in an automobile accident). In
addition, all directors and officers of the Company and its subsidiaries are
submitting their resignations from all such positions (although MA&N undertook
to cause Robert S. Wilson and Bryce N. Batzer to continue to be directors of the
Company for a year), and Mark S. Neuhaus was appointed Chairman and President,
serving as chief executive officer, in replacement of Robert S. Wilson, and Ned
Boramov was appointed Secretary and Treasurer of the Company in lieu of Theresa
A. Varin, who had ceased being an employee of the Company.
ITEM 5. Other Events
Sale of Assets of Direct Lending, Inc.
On November 25, 2002, Stuckey Enterprises, Inc. ("Stuckey") purchased all
the assets of the Company's wholly owned subsidiary, Direct Lending, Inc.,
(other than its corporate records, but including the name, Direct Lending).
Stuckey paid $5,000 down and agreed to pay $484 per month for three years, a
total of $20,000. The Company assumed the past liabilities of Direct.
ITEM 7. EXHIBITS
Exhibit
Number Description
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2.1 Stock Acquisition Agreement for 51% of the outstanding and issuable
Common Stock of HOM Corporation dated December 12, 2002 by and between
MA&N LLC and HOM Corporation (Exhibit B omitted, to be furnished upon
request of the Commission)
2.2 Sale of Assets Agreement dated November 15, 2002 by and between HOM
Corporation and Stuckey Enterprises (list of assets omitted, to be
furnished upon request of the Commission)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
HOM CORPORATION
December 26, 2002 By: /s/ Mark S. Neuhaus
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(Date) Name: Mark S. Neuhaus
Its: Chairman and President (CEO)