UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
July 30, 2003
EDGETECH SERVICES INC.
(Formerly Secure Enterprise Solutions. Inc.)
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(EXACT NAME OF REGISTRANT SPECIFIED IN CHARTER)
NEVADA 000-27397 98-0204280
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(STATE OF (COMMISSION FILE (IRS EMPLOYER
INCORPORATION) NUMBER) IDENTIFICATION NO.)
18 Wynford Drive
Toronto, ON Canada M3C 3S3
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(416) 411-4046
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(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
ITEM 5. OTHER EVENTS.
On August 19, 2003, Edgetech Services Inc.("ESI") received a further unsolicitated letter relating to the previous takeover offer from Hollingsworth, Rothwell & Roxford (“HRR”)of Melbourne Florida. The letter seems to withdraw the offer of HRR for Ninety Percent (90%) of the shares of (ESI) at a share price of One Dollar Fifteen Cents ($1.15) per share. The Board of Directors of ESI had instructed the officers of ESI and its attorney's to continue the investigation of HRR and their offer. HRR was contacted and instructed that the offer and their actions must comply with the rules and regulations of the SEC regarding corporate takeovers. Pending completion of the investigation of HRR and its offer, the Officers and Director who own approximately Forty (40) percent of the shares of the Company have agreed to accept a price of One Dollar Fifteen Cents ($1.15) per share. We have asked HRR to file a formal tender offer with the SEC. We have been notified that Partners of HRR will be in Canada next week to meet with ESI management. ESI will file a further statement upon any HRR filing with the SEC or meetings. Again there can be no assurance that an Agreement (or any of the transactions contemplated thereby) will be consummated or, if consummated, as to the timing thereof.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a): Not Applicable
(b): Not Applicable
(c): Exhibits:
2.4
Letter from HRR dated August 19, 2003, to ESI.
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.
Edgetech Services Inc.
By: /s/Tae Ho Kim
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Tae Ho Kim, CEO
Dated: August 26, 2003
HOLLINGSWORTH, ROTHWELL & ROXFORD
Mergers & Acquisitions
7777 N. Wickham Rd. #12-135
Melbourne, Florida, 32940, U.S.A.
Tel: (321) 728-4302 and (415) 995-2313
e-mail: kth@hrrma.biz
Mr. Tae Ho Kim, Chief Executive Officer
Mr. Sang Ho Kim, Chairman & President
Edgetech Services Inc.
18 Wynford Dr.
Toronto,Ontario,V1P 1A3, Canada
August 19, 2003
Dear Tae & Sang:
Thank you for your response to our letter of August 14, 2003, whereby the
officers and directors of Edgetech agree to sell us their 40% interest in
Edgetech stock.
It appears that the illegal naked short selling that has been causing your stock
price to artificially stay low and even decline all through this year since February
and March, continues to illegally manipulate the markets downward in Edgetech.
We have asked the SEC to investigate, which they are presently doing. We intend
to put a stop to all of this illegal activity immediately. Certain parties are illegally
doing naked short selling, and then putting out very negative untrue articles on
Edgetech and on us, which forces the stock of Edgetech to artificially decline way
out of proportion. It causes the stock movement in your shares to be abnormal, and
therefore its current share price cannot go anywhere near our US $1.15 offer price.
In light of the above, and the fact that Edgetech's shares are so low, we would like
your blessing to be able to go into the markets and purchase up to 50% of the stock of
your Edgetech at whatever prices are available, up to, and including, US $1.15 a share.
That 50%, plus the 40% that the officers and directors are willing to pledge to us, would
give us the 90% of Edgetech that we would like to own. Then we will file criminal and
civil charges against the perpetrators who have been doing all of the illegal activities.
Looking forward to hearing from you.
Yours truly,
Theodore Roxford, partner
Hollingsworth, Rothwell & Roxford
e-mail: kth@hrrma.biz
Tel: 321-728-4302 or 415-995-2313
