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): January 14, 2000
ADEN ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
California 00-18140 87-0447215
(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification Number)
incorporation or
organization)
13314 "I" Street, Omaha, Nebraska 68137
(Address of principal executive offices) (ZIP Code)
Registrant's telephone number, including area code:
(402) 334-5556
Item 5. Other Events
The Registrant entered into a Securities Loan Agreement (the "Agreement"),
dated as of January 14, 2000, with Michael S. Luther and Daniel A. Koch
(collectively, the "Lenders"). The Agreement memorialized the parties'
understanding regarding the loan to the Registrant of in the aggregate
51,804,464 shares of the Registrant's common stock held by the Lenders (the
"Shares"). The Agreement permitted the Registrant to cause the certificates
representing the Shares to be cancelled on the Registrant's stock register and
to issue new certificates representing the Shares to such persons as the
Registrant has designated or may from time to time designate. The holders of
such certificates shall be entitled to vote the Shares to the full extent
permitted by law.
The Agreement further provided that the Registrant shall use its best
efforts to cause its articles of incorporation to amended to increase the number
of authorized shares. When and if such amendment is effected in accordance with
the California General Corporation Law, the Registrant is obligated to issue to
the Lenders new certificates representing their respective Shares. Except for
this obligation to issue new certificates, neither of the Lenders received (or
are entitled to receive) any fee or other compensation in connection with the
transactions contemplated in the Agreement. Each of the Lenders shall be
responsible for paying any taxes attendant with such transactions and shall be
responsible for filing at their own expense all reports required to be filed by
them under the Securities Exchange Act of 1934, as amended.
SIGNATURE
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.
ADEN ENTERPRISES, INC.
By: /s/ Michael S. Luther
---------------------
Michael S. Luther
Chief Executive Officer
and Chairman of the Board of Directors
Date: January 14, 2000
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
- ------ -----------
99.1 Securities Loan Agreement, dated as of January 14, 2000, by and among
Registrant, Michael S. Luther and Daniel A. Koch