UNITED
STATES
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
ImproveNet,
Inc.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
000-29927
|
77-0452868
|
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
dentification
No.)
|
|
10799
N. 90th
Street, Suite 200
Scottsdale,
Arizona
|
85260
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: 480-346-0000
Not
applicable
(Former
name or former address, if changed since last report.)
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):
o
Written communications pursuant to Rule 425 under the Securities Act
(17
CFR 230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
Item 2.01
Completion of Acquisition or Disposition of Assets
On
June
6, 2005, eTechLogix, Inc. (“Etech”), a wholly owned subsidiary of ImproveNet,
Inc. (the “Company”), completed the sale to 20-20 Technologies International,
Inc. (‘2020”) of the intangible assets and certain property and assets of Etech,
including its SmartFusion software line and contracts and service and support
agreements relative thereto which are held by Etech along with the obligation
to
provide some limited knowledge transfer services to 2020 for the software
(the
“Sale”). Etech received a cash payment of $350,000 at the closing of the Sale
and will receive (i) twenty percent (20%) of the gross revenue generated
from
sales of the SmartFusion software line and recurring licensing revenue from
existing customers from the closing date through October 31, 2007, and (ii)
ten
percent (10%) of the gross revenue generated from sales of the SmartFusion
software line and recurring licensing revenue from new customers from the
closing date through October 31, 2007. The percentage payments noted above
are
to be paid quarterly on January 31, April 30, July 31 and October 31 of each
year and are not to exceed an aggregate amount of $100,000. In addition,
Etech
and eTechLogix Systems Bangladesh Ltd. (“Bangladesh”), a company beneficially
owned by two of the Company’s directors, have undertaken to cause (i) the
transfer of the office lease with Bangladesh to be assigned or transferred
to a
Bangladesh company newly formed by 2020, and (ii) the employees to resign
from
Bangladesh and to offer to become employed by a Bangladesh company newly
formed
by 2020 upon substantially similar terms and conditions. 2020 did not assume
any
liabilities of Etech or Bangladesh in the Sale. The Company and 2020 currently
have a cross-marketing agreement for the marketing of the Company’s services to
designated customers of 2020.
Item 9.01
Financial Statements and Exhibits.
(b)
Pro Forma Financial Information.
The financial statements required to be filed in this Form 8-K will be filed as soon as practicable, but not later than 71
calendar days after the date of filing of this Form 8-K.
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.
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ImproveNet,
Inc.
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| Date: June
10, 2005 |
By: |
/s/ Jeffrey
Rassas |
| |
Name:
Jeffrey Rassas |
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Title:
Chief Executive Officer |
End
of Filing