SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM 8-K
CURRENT REPORT
Pursuant to Section 10 or 15(d) of the
Securities Exchange Act of 1934
AUGUST 6, 2003
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Date of Report (date of earliest event reported)
HOST AMERICA CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
Colorado 0-16196 06-1168423
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation File Number) Identification Number)
Two Broadway
Hamden, Connecticut 06518
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(Address of Principal Executive Offices
Including Zip Code)
(203) 248-4100
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(Registrant's telephone number,
including area code)
Not Applicable
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(Former name or former address, if changed since last report)
Item 1. Changes in Control of Registrant
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N/A
Item 2. Acquisition or Disposition of Assets
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N/A
Item 3. Bankruptcy or Receivership
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N/A
Item 4. Changes in Registrant's Certifying Accountants
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N/A
Item 5. Material Events
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On August 6, 2003, Host America Corporation (the "Registrant"
or "Host") entered into a Letter of Intent ("LOI") with
Globalnet Energy Investors, Inc. ("Globalnet"). The LOI
provides for the acquisition by Host of all of the issued and
outstanding shares of Globalnet in consideration for the
issuance of up to 250,000 shares of Host Common Stock and an
earn-out of one (1) share of Host Common Stock per $2.00 of net
income for a period of the initial fourteen (14) fiscal
quarters after the closing date. The Common Stock will be
restricted from sale until one (1) year after the closing date
of the acquisition and may only be sold or transferred in
accordance with the provisions of Rule 144 or other rules and
regulations of the Securities Act of 1933.
The LOI contains numerous representations, warranties and
covenants by both parties. A complete description of all
representations, warranties and covenants are set forth in the
LOI included as an exhibit to this report. Certain of the
terms and conditions of the acquisition will be negotiated
between the parties and contained in a definitive agreement,
which will be submitted to a vote of the shareholders of both
companies prior to closing.
Globalnet, located in Plano, Texas, is a provider of energy
saving products intended for use by corporations, large office
buildings, retail stores and municipalities looking to reduce
their energy costs. Host believes that Globalnet's energy
saving products will allow Host to offer its existing and
future customers a value-added product designed to help reduce
operating costs at their facilities.
Item 6. Resignations of Registrant's Directors
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N/A
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Item 7. Financial Statements and Exhibits
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(c) Exhibits
10.49 Letter of Intent between Host America
Corporation and Globalnet Energy Investors, Inc.
dated August 6, 2003.
99.1 Press Release dated August 6, 2003.
99.2 Correction to Press Release dated August 6,
2003.
Item 8. Change in Fiscal Year
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N/A
Item 9. Regulation FD Disclosure
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N/A
Item 10. Amendments/Waivers to the Registrant's Code of Ethics
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N/A
Item 11. Temporary Suspension of Trading Under Registrant's Employee
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Benefit Plans
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N/A
Item 12. Results of Operations and Financial Conditions
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N/A
Item 13. Receipt of an Attorney's Written Notice Pursuant to
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17 CFR 205.3(d)
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N/A
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SIGNATURES
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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.
HOST AMERICA CORPORATION
Dated: August 7, 2003 By: /s/ David J. Murphy
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David J. Murphy
Chief Financial Officer
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