SECURITIES AND EXCHANGE COMMISSION
WASHINGTON DC 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) August 15, 2002
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United Trading.Com
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Exact Name of Registrant as Specified in Charter)
Nevada 0-29987 88-0106514
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(State or other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1280 Bison, Suite B9-529, Newport Beach, CA 92660
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (949) 451-4518
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(Former Name or Former Address, if Changed Since Last Report)
This report describes the terms and conditions of a letter of intent dated
August 13, 2002, between United Trading.Com and United Communications HUB, Inc.
calling for a definitive agreement to be entered where under the United
Trading.Com would acquire all of the issued and outstanding stock of United
Communications HUB, Inc. and following the share exchange, United Communications
HUB Inc. would merge with United Trading.Com.
Item 5. OTHER EVENTS
On August 15, 2002, United Trading.Com (hereinafter referred to as "United")
entered into a letter of intent with United Communications HUB, Inc., a
California corporation ("UCHUB") under which UCHUB shareholders would exchange
all of their issued and outstanding common stock for United common stock and
UCHUB would become a wholly owned subsidiary of United, after which UCHUB and
United would merge, with United being the surviving corporation and changing its
name to United Communications HUB, Inc. In accordance with the letter of intent,
UCHUB shareholders following the merger, would own 78% of the outstanding stock
of the combined companies and former United shareholders would own 22% of the
combined companies. As part of the letter of intent, United would be responsible
to arrange for $1,000,000 in financing for UCHUB prior to the effective date of
the Merger. In the event the financing is not so completed by United, UCHUB
shareholders would receive 90% of the combined companies and former United
shareholders would receive 10% following the completed merger. Mr. Larry Wilcox,
current President and CEO of UCHUB, would be appointed to the Board of Directors
and, following the merger, would assume the position of President and CEO of the
combined companies. Other details of the share exchange and merger would be
outlined in a definitive share exchange and merger agreement to be executed by
the parties. No specific date has been determined by the parties for final
execution of the definitive agreements or actual share exchange and merger,
however both parties have committed consummate the merger as soon as possible.
Final consummation of the share exchange and merger are contingent upon, in
addition to execution of the definitive agreements, to satisfactory completion
of due diligence by both parties.
EXHIBIT INDEX
Exhibit Description
2.1 Exhibit 2.1 Letter of Intent dated August 13, 2002, by and between
United Trading.Com and United Communications HUB, Inc.
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
Dated August 26, 2002 United Tading.Com
By: /s/ James G. Brewer
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James G. Brewer, President