SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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) March 31, 2000
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YP.Net.Inc.
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(Exact Name of Registrant as Specified in Charter)
Nevada 0-24217 85-026668
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
4840 East Jasmine Street, Suite 110, Mesa, Arizona 85205
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (480) 654-9646
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N/A
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On March 31, 2000, Registrant executed the First Amendment to Loan Agreement by
and between Joseph and Helen VanSickle, the Lenders, and YP.Net.Inc. copy of
that Agreement is attached hereto as Exhibit "A". The Amendment to the original
Agreement signed on or about October 1, 1999, permits the balance of $1,400,000
yet remaining unpaid on the Promissory Note to be paid in installment payments
of $100,000 per month commencing February 24, 2000, all due and payable on or
before March 24, 2001, and raises the annual interest rate from 8% to 10% on the
remaining unpaid balance of $1,400,000. An additional Form UCC-1 was executed
reflecting the Debtor's name change from RIGL Corporation to YP.Net.Inc. and a
Form UCC-2 was executed reflecting the former Form UCC-1, originally filed.
The Amendment also requires that Registrant reissue all of the 1,000,000
Shares of RIGL Common Stock Certificates previously issued to be reissued as
YP.Net.Inc. Shares.
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.
YP.NET.INC.
Date: May 19, 2000 By: /s/ Angelo Tullo
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Angelo Tullo, Chairman
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Exhibit "A"
FIRST AMENDMENT TO LOAN AGREEMENT
This First Amendment To Loan Agreement ("Amendment) is made and entered
into at Maricopa County, Arizona, this 31st day of March 2000. by and between
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YP.Net, Inc., a Nevada corporation, formerly RIGL Corporation ("YP.NET") and
Joseph and Helen Van Sickle (collectively "Lender").
RECITALS
A. On or about May 26, 1999, a certain Loan Agreement was executed by the
parties above named in connection with a loan of $2,000,000 made by Lender to
YP.NET (then known as RIGL Corporation and whose name was changed to YP.Net,
Inc. on or about October 1. 1999) which loan is evidenced by a certain
Promissory Note and Stock Pledge Agreement executed concurrently with the Loan
Agreement (collectively "Package").
B. The Package is still in full force and effect according to the
respective terms and conditions therein contained in each of said documents
making up the Package.
C. The Promissory Note is now past due, no default has been declared by
Lender. and to prevent the declaration of default the parties desire to extend
the time of payment provided for in said Promissory Note.
D. The Security Agreement executed concurrently with execution of documents
comprising the Package is also deemed to be in lull force and effect according
to its terms, and specifically provides for pall extensions" to be regarded as
part of the original Promissory Note
E. The Form UCCI filed and recorded as required by law in the Stale of
Arizona remains in full force and effect and is deemed by the parties hereto to
be and remain a first priority lien against all of the assets of YP.Net,
Included within the scope of Form UCC-1 tiled of record. To insure that
priority, revised UCC Form 1 and 2 in the form attached will be filed of record.
F. By this Amendment, it is the intention of the parties to permit the
balance of $1AOO,000 yet remaining unpaid on the Promissory Note to he paid in
accordance with this Amendment by extended installment payments, and the annual
interest rate to be raised from 8% as stated in the Promissory Note to 10% on
the remaining unpaid balance.
G. Other than for the provisions for extended payments and an increased
rate of annual interest provided for in this Amendment, each and all of the
terms, conditions and provisions of all documents making tip the Package, as
well as the Security Agreement and Form UCC-1 shall ho and remain iii full force
and effect, without amendment thereto.
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In consideration of the mutual promises of the parties and other good and
valuable consideration, the receipt and sufficiency of which is acknowledged by
the parties hereto, It is agreed as follows:
1. Recitals. Each and all of the Recitals above shall be deemed to be true
and correct and are hereby Incorporated as a part of this Agreement as though
set forth fully herein.
2. Payment Schedule.
a) The principal balance of the Promissory Note is $1,400,000 as of the
date hereof, and all interest accrued through January 24, 2000 has
been paid iii full.
b) The principal unpaid balance shall bear interest at the rate of ten
percent (10%) per annum, default interest shall remain 20% per annum.
c) Concurrently with the execution of this Amendment YP.Net, Inc., will
pay Lender the sum of $100,000 as and for the February 2000 principal
payment, plus the sum of $13,611.12 as and for accrued interest
through February 24, 2000.
d) YP.NET shall make payments to Lender of not less than one hundred
thousand dollars ($100,000) plus all unpaid accrued interest per month
commencing March 24, 2000, and on the 24th day of each succeeding
month, all principal and accrued interest to be paid in full on or
before March 24, 2001.
e) YPNFT agrees to execute from lime such other agreements or documents
as shall reasonably be requested by Lender to give effect to this
Amendment.
3. Issuance of Certificates. YP.NET shall cause alt of the RIGL Corporation
Common Stock share Certificates previously issued with the Stock Pledge
Agreement to be reissued indicating YP.Net, Inc. as the issuing corporation, and
the certificate for 1,000,000 Shares previously issued by RIGL to Van Sickle
shall also be replaced by a YP.Net, Inc. certificate.
4. No Compromise of Position. Nothing herein contained shall be deemed by
the parties hereto to compromise or adversely affect the Lender's rights to
enforce any of the documents making up the Package or the Security Agreement or
Financing Statement hereto executed by YP.NET, except as specifically provided
for in this Amendment relating to the Promissory Note maturity date arid rate of
interest.
5. Signatures. Angelo Tulle, the Chairman of the Board of YP.NET and DeVal
Johnson. corporate Secretary of YP.NET, have been authorized to execute this
Amendment on behalf of YP.NET.
The parties hereto have executed this Agreement as of the date first above
written.
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YP.NET, INC.
By /S/ Angelo Tullo
Angelo Tullo
Chairman of the Board of Directors
By /S/ DeVal Johnson
DeVal Johnson, Secretary
Lender
/S/ Joseph Van Sickle
Joseph Van Sickle
/S/ Helen Van Sickle
Helen Van Sickle
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