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, AS AMENDED
February
28, 2007
HOME
ENERGY SAVINGS CORP.
(Exact
Name of Registrant as Specified in Charter)
|
Nevada
|
001-31231
|
26-0003788
|
|
(State
or other jurisdiction
|
(Commission
|
(IRS
Employer
|
|
of
incorporation)
|
File
Number)
|
Identification
No.)
|
|
133
Salem Avenue, Suite 300, Roanoke, Virginia
|
24011
|
|
(Address
of principal executive offices)
|
(Zip
code)
|
|
|
|
|
(540)
345-3358
|
|
|
Registrant’s
telephone number, including area code:
|
|
|
|
|
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:
|
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
1.01. Entry Into A Material Definitive Agreement
Effective
January
1, 2007 (the “
Transaction
Date
”),
Home
Energy Savings Corp., a Nevada corporation (f/k/a Elite Flight Solutions, Inc.,
the Delaware corporation and hereafter referred to as the “
Company
”
and
“
HESC
”),
entered into a definitive Securities Purchase Agreement (the “
SPA
”)
with
MLI Capital Group, Inc., a Virginia corporation (f/k/a Money lenders, Inc.
and
hereafter referred to as “
MLI
”)
in
which
the company has acquired one hundred percent (100%)
of the
issued and outstanding common and preferred stock of MLI. The Company
purchased
the shares of MLI common stock and preferred stock referenced for an aggregate
purchase price equal to Fifty Thousand Dollars ($50,000), Twenty-Five Thousand
Dollars ($25,000) of which was paid in cash at the closing (as such term is
defined in the SPA) and Twenty-Five Thousand Dollars ($25,000) of which was
paid
in the form of a promissory note (the “
Note
”).
The
Note accrues interest at a rate equal to six percent (6%) per year and becomes
due and payable on December 31, 2007. Pursuant to the SPA, the Company shall
also issue Four Million (4,000,000) shares of restricted common stock of HESC
to
the principals of MLI.
Item
2.01. Completion Of Acquisition Or Disposition Of Assets
Effective
December 31, 2006, the Company entered into that certain Stock Purchase
Agreement (the “
SPA
”)
with
X-Press America, Inc. (the “
Purchaser
”)
pursuant to which the Company sold to the Purchaser 1,000 shares of the issued
and outstanding Class A common stock, par value $1.00 per share (“
AIM
Common Stock
”),
of
AIM American Mortgage, Inc., a Texas corporation (“
AIM
”),
representing approximately eighty-five percent (85%)
of the
issued and outstanding common stock of AIM, and (ii) 554.57265 shares of Series
A Preferred Stock, par value $1.00 per share, of AIM, representing one hundred
percent (100%) of the issued and outstanding preferred stock of AIM
(“
AIM
Preferred Stock
”,
and
collectively with the AIM Common Stock, the “
AIM
Stock
”)
for
an
aggregate purchase price equal to One Hundred Thousand Dollars ($100,000),
paid
in the form of a promissory note (the “
Note
”).
Pursuant to the SPA, the Company and the Purchaser also entered into that
certain Assumption Agreement to which the Company assigned all of its rights,
title, obligations, and interest in the $500,000 convertible secured debenture
issued by Elite Flight Solutions, Inc. in favor of Corporate Strategies, Inc.,
a
Delaware corporation (the “
Debenture
”)
and
all related documents. The Note becomes due and payable on December 31, 2007.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
|
Date:
February
28, 2007
|
HOME
ENERGY SAVINGS CORP.,
|
|
|
|
|
|
|
By:
|
/s/
Bruce Edwards
|
|
|
Name:
|
Bruce
Edwards
|
|
|
Title:
|
Chief
Executive Officer
|
|
|
|
|