U.S. 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): November 24, 1999
PEPPERMILL CAPITAL CORPORATION
------------------------------
(Exact Name of Registrant as Specified in its Charter)
Nevada 0-25989 98-0186841
------ ------- ----------
(State or Other (Commission File Number) (IRS Employer
Jurisdiction Identification No.)
Incorporation)
1819 Clarkson Road, Suite 205, Chesterfield, Missouri 63017
---------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
(314) - 530-4532
-------------------------------------------------------
(Registrant's Telephone Number, including Area Code)
Item 5. Other Events
- ------- ------------
On November 24, 1999, the Registrant announced that a controlling
interest in the outstanding shares of the Registrants's Common Stock were
purchased by Varner Technologies, Inc. ("VTI"). VTI is an Internet service
provider, and is further engaged in the marketing and sale of long distance
telephone services, prepaid telephone cards and other telecommunications
products and services via a network of independent distributors, pursuant to a
multilevel marketing plan, in 49 states of the United States.
The purchase of the shares of the Registrant's Common Stock by VTI was
done in contemplation of a business combination/merger transaction between the
two entities, whereby it is expected that all outstanding voting and non-voting
Common Stock of VTI will be exchanged for 10,116,000 shares of the Registrant's
Common Stock. The final terms of such business combination/merger are currently
being negotiated.
Upon the purchase of the Registrant's common shares by VTI, the then
current officers and directors of the Registrant resigned, and Clayton W.
Varner, President and CEO of VTI, was elected sole director and President of the
Registrant.
The Registrant also announced that it intends to change its corporate
name and trading symbol upon the conclusion of any business combination/merger
transaction between the Registrant and VTI. The Registrant's Common Stock is
currently traded on the OTC Bulletin Board under the symbol PEPM.
Item 7(c). Exhibits
- ---------- --------
(1) A copy of press release dated November 24, 1999.
(2) Letter of Intent between the Registrant and VTI, dated November 19,
1999.
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.
Peppermill Capital Corporation.
---------------------------------
(Registrant)
Date: December 6, 1999 By: /s/ Clayton Varner
----------------------------------
Clayton Varner, President