FindEx.com, Inc. Form 8-K September 19, 2006
UNITED
STATES
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): September 19, 2006
FINDEX.COM,
INC.
(Exact
name of registrant as specified in its charter)
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Nevada
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000-29963
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88-0378462
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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11204
Davenport Street, Suite 100, Omaha, Nebraska
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68154
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
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(402)
333-1900
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Not
Applicable
(Former
name or former address, if changed since last report.)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see
General
Instruction A.2. below):
[
]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[
]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[
]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2(b))
[
]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 240.13e-4(c))
Section
1 - Registrant’s Business and Operations
Item
1.01 Entry into a Material Definitive Agreement.
On
September 19, 2006, FindEx.com, Inc. (the “Company”) entered into a Modification
and Extension Agreement with W. Sam Chandoha (the “Lender”) in connection with a
certain convertible loan agreement originally entered into on July 20, 2006
for
the principal sum of $150,000, and which loan agreement was the subject of
a
Current Report on Form 8-K previously filed on July 26, 2006. Under the terms
of
the original loan agreement, the obligation of the Company to repay the
principal and interest matured as of September 20, 2006. While fifty percent
of
the original principal ($75,000) was repaid as of the original maturity date
in
accordance with the original terms of the loan agreement, the Modification
and
Extension Agreement extended the repayment term of the balance of the
outstanding principal under the loan ($75,000), as well as the interest payable
thereon and on the principal previously repaid, until October 20, 2006. The
consideration payable by the Company for the extension of the maturity date
was
an amount equal to one percentage point on the principal that remains
outstanding ($750). In all other material respects, the loan agreement, as
documented in the exhibits annexed to the Current Report on Form 8-K previously
filed by the Company on July 26, 2006, remains unaffected.
Although
there can be no assurance, the Company believes that it will be able to meet
all
of it’s obligations under the note and security agreement which, as now amended,
comprise the loan agreement. Because of the nature of the security interest
granted, however, any inability to do so, at least within a relatively short
period, could potentially result in a loss of some or all of the company’s
assets, including the intellectual property comprising the software products
upon which it is dependent for revenue. Any loss of these or other assets will
necessarily have a material adverse effect on the Company, its business,
financial condition, and would likely lead to the Company’s inability to
continue as a going concern.
The
Modification and Extension Agreement contains certain additional detail than
that which is specifically set forth herein. Any summary contained herein does
not purport to be a complete description of that agreement and is qualified
in
its entirety by reference to the Modification and Extension Agreement itself,
a
copy of which is annexed to this Current Report on Form 8-K as Exhibit 10.1
and
incorporated herein by reference. Holders of, and prospective investors in,
our
common stock are strongly encouraged to read in their entirety this agreement,
as well as the agreements annexed as exhibits to the Current Report on Form
8-K
previously filed by the Company on July 26, 2006.
Section
9 - Financial Statements and Exhibits
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
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Exhibit
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Description
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10.1
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Modification
and Extension Agreement Between FindEx.com, Inc. and W. Sam Chandoha,
dated September 20, 2006.
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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.
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Date:
September 25, 2006
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FINDEX.COM,
INC.
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By:
/s/ Steven Malone
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Steven
Malone
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President
& Chief Executive Officer
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