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): November 30, 2005
Homestore, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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000-26659
(Commission
File Number)
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95-4438337
(IRS Employer
Identification No.) |
30700 Russell Ranch Road
Westlake Village, California 91362
(Address of principal executive offices)
(Zip Code)
Registrants telephone number, including area code: (805) 557-2300
(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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 8.01. Other Events.
On November 30, 2005, Homestore, Inc., a Delaware corporation (Homestore), issued a press release
announcing the closing of a $100 million private placement of Series B Convertible Participating
Preferred Stock, par value $.001 per share (the Series B Preferred Stock), with Elevation
Partners, L.P. and Elevation Employee Side Fund, LLC (the Purchasers). A copy of Homestores
press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The full
text of the Certificate of Designation of the Series B Convertible Participating Preferred Stock,
dated November 29, 2005, is attached hereto as Exhibit 3.1 and the full text of the Stockholders
Agreement, dated November 29, 2005 between Homestore and the Purchasers is attached hereto as
Exhibit 10.1.