U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
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 15, 2001
JUSTWEBIT.COM, INC.
(Exact name of registrant as specified in its charter)
Nevada
(State or jurisdiction of incorporation
or organization)
33-5902
(Commission File Number)
22-2774460
(I.R.S. Employer Identification Number)
460 East 800 North, Orem, Utah 84097
(Address of principal executive offices) (Zip Code)
Registrant's telephone number: (801) 434-7500
(Former name or former address, if changed since last report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On November 15, 2001, the Registrant entered into an agreement
to acquire all of the outstanding shares of H. J. Ventures, Inc., a
privately held company that owns and operates public access Internet
kiosks throughout the nation. H. J. Ventures was formed to acquire
the assets and rights of Advants, Inc. a public access Internet
terminal company. Under this agreement, the Registrant will pay
12,000,000 restricted shares of its common stock for all 1,000,000
issued and outstanding shares of H. J. Ventures.
H. J. Ventures is in the business of selling and installing
Internet terminals. This company supplies the terminals and licenses
the software to run the terminal plus web based reporting for the
owner of the terminal so they can monitor the usage and revenue
deposited into the machine. Maintenance and service is also
available either directly from or through H. J. Ventures. Revenue is
generated from sale of terminals, user fees on the Internet terminal
network, license of software, network monitoring and business consulting.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Financial Statements.
Since the value of the consideration given in connection with
this acquisition is approximately 43% of the total assets of the
Registrant as reflected in its unaudited balance sheet as of
September 30, 2001, then pursuant to Rule 3.05(b)(2)(iii) of
Regulation S-X, financial statements will be furnished for at least
the two most recent fiscal years and any interim periods. It is
impracticable to provide the required financial statements for this
acquired business at the time this Form 8-K is filed; these will be
filed as an amendment to this filing not later than 60 days after the
filing of this report. Pro forma financial information shall also be
furnished in connection with this acquisition pursuant to Article 11
of Regulation S-X.
Exhibits.
Exhibits included are set forth in the Exhibit Index pursuant to
Item 601 of Regulation S-B.
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly
authorized.
JustWebit.com, Inc.
Dated: December 12, 2001 By: /s/ Gary Borglund
Gary Borglund, President
EXHIBIT INDEX
Number Exhibit Description
2 Agreement of Sale of Shares between the Registrant and
shareholders of H.J. Ventures, Inc., dated November 15, 2001
(see below).
10.1 Employment Agreement between the Registrant and Lowell Holden, dated
November 15, 2001 (see below).
10.2 Employment Agreement between the Registrant and Gregory T. Johnson,
dated November 15, 2001 (see below).
10.3 Consulting Agreement between the Registrant and L S Enterprises, Inc.,
dated November 15, 2001 (see below).