<PAGE> 1
================================================================================
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: October 1, 1997
(Date of earliest event reported): September 29, 1997
HOMECOM COMMUNICATIONS, INC.
(Exact name of Company specified in its charter)
<TABLE>
<S> <C> <C>
DELAWARE 333-12219 58-2153309
(State or other jurisdiction of (Commission File Number) (IRS Employer Identification No.)
incorporation or organization)
3535 PIEDMONT ROAD, BUILDING 14, SUITE 100, ATLANTA, GEORGIA 30305
(Address of principal executive offices) (Zip Code)
</TABLE>
(404) 237-4646
(Company's telephone number, including area code)
================================================================================
<PAGE> 2
ITEM 5. OTHER EVENTS
On September 29, 1997, the Company issued a press release regarding its
completion of a $1.7 Million Private Placement, Cost Cutting Measurers and
Larger than Expected Loss for Current Quarter, a copy of which is attached
hereto as Exhibit 99.
ITEM 7. FINANCIALS STATEMENTS AND EXHIBITS
(c) Exhibits.
99 Press Release
<PAGE> 3
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.
HOMECOM COMMUNICATIONS, INC.
/s/ Harvey W. Sax
-------------------------------------
HARVEY W. SAX
President and Chief Executive Officer
Date: October 1, 1997
<PAGE> 4
EXHIBIT INDEX
Exhibit
- -------
99 Press Release
<PAGE> 1
Exhibit 99
HOMECOM COMPLETES $1.7 MILLION PRIVATE PLACEMENT
IMPLEMENTS SPENDING CONTROLS TO OFFSET LARGER THAN EXPECTED QUARTERLY LOSS
ATLANTA, GA, SEPT. -- HomeCom Communications, Inc. (NASDAQ Small Cap:
HCOM), an Internet technology development company, today announced the
completion of a private placement of a $1.7 million, 5% convertible debenture.
The debenture is convertible into common stock at a conversion price per share
equal to the lower of $4.00 or 75 percent of the fair market value of the stock
at the time of conversion. The Company also granted three-year warrants to
acquire an aggregate 400,000 shares of common stock, 200,000 at $4.00 a share
and $200,000 at $6.00 a share. Net proceeds to the Company are expected to be
approximately $1.5 million after payment of broker-dealer commissions and
expenses incurred in connection with the offering.
HomeCom chief executive office Harvey Sax, said, "This financing
supplements our capital base as the company seeks to achieve profitability by
boosting sales and reducing costs. After this offering the company will have
approximately $2.0 million in cash."
Sax also reported that sales and net loss for the quarter ending
September 30, 1997 will be significantly worse than the most recent published
analyst estimates of approximately $1.25 million in sales and a net loss of
approximately $725,000. The Company expects to report current quarter sales of
approximately $700,000 or about the same level as the quarter ending June 30,
1997, and a net loss of approximately $1.5 to $1.8 million.
"Although the proceeds of this offering supplements our cash flow, we have
taken a number of major cost cutting initiatives to bring our expenses more in
line with current and projected sales levels. We have reduced head count by
almost 50 percent since the beginning of the quarter, implemented a cash
management program and trimmed advertising and less essential spending. In
addition, we are reviewing all product development expenditure commitments. We
took these actions because revenue growth has been lower than we anticipated
at the time of our public offering in May, and expenses had climbed to an
unacceptable level. This has been a difficult period of downsizing, but we
believe it is largely behind us. At the current level of staffing and with the
cost controls we have put in place, the company is focused on achieving
profitability as our primary objective," Sax stated.
<PAGE> 2
"While sales have not met our ambitious projections, the company's
Internet-based software products, consulting and maintenance business continue
to make meaningful progress and we remain optimistic about longer-term
prospects," Sax added. A number of new internet application contracts were
recently signed with American International Group, Robinson-Humphrey, Landry's
Seafood and Health Net and Time Warner Cable's Road Runner news and
entertainment service. In the current quarter, corporate web site design
projects have been completed for Darden Restaurants and Brinker International
including such brandname restaurant chains as Red Lobster, Chili's and Olive
Garden.
"A sizable portion of our investment spending has focused on two of our
most promising advanced software products, Post on The Fly(TM) and Personal
Internet Banker(TM). In addition, we have successfully created a brand
identity for "Host America", our webserver outsourcing service which hosts more
than 2,300 web sites and brings in a recurring revenue stream," Sax added.
The Company also reported that Douglas MacIntyre and Winn Schwartau have
resigned from the board of directors. Maclntyre cited conflicts with his
schedule and the substantially increased time commitments of his new position
as CEO of Brock International (Nasdaq: "BROC"). Schwartau attributed his
resignation to his concern over perceived conflicts of interest as he expands
his business interests in Internet security consulting, thereby competing with
Internet security services offered by HomeCom. HomeCom CEO and President Harvey
Sax has assumed responsibilities as Chairman of the Board. The Company intends
to seek at least one additional outside member of the board in the near future.
HomeCom (http://www.homecom.com) designs and builds robust
Internet/Intranet software applications that enable companies to gain a
competitive advantage or reduce costs utilizing I-Net technologies. The
company's staff is comprised of an integrated team of programmers, graphic
artists, and project managers offering custom software applications, web site
development, web site outsourcing, and Internet security.
Certain of the statements included in this press release constitute
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21 E of the Securities Exchange Act of
1934, as amended. The Company notes that a variety of factors could cause the
Company's actual results and experience to differ materially from those
expressed in these forward-looking statements.
