SCHEDULE 14C INFORMATION
Information Statement Pursuant to Section 14(c)
of the Securities Exchange Act of 1934
Check the appropriate box:
[X] Preliminary Information Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule
14c-5(d)(2))
[ ] Definitive Information Statement
E-TREND NETWORKS, INC.
(Name of Registrant As Specified in its Charter)
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2) Aggregate number of securities to which transaction applies:
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pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
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[ ] Fee paid previously with preliminary materials
[ ] Check box if any part of the fee is offset as provided by Exchange
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E-TREND NETWORKS, INC.
5919 3rd Street S.E.
Calgary, Alberta T2H 1K3 Canada
INFORMATION STATEMENT
CORPORATE ACTION TO BE TAKEN EFFECTIVE APRIL 20, 2001
INTRODUCTION
This Information Statement will be first sent or given to shareholders on or
about March 30, 2001, in connection with corporate action to be taken effective
April 20, 2001. E-Trend Networks, Inc. (the "Company") has adopted an amendment
to its Certificate of Incorporation, which has an effective date of April 20,
2001.
**We Are Not Asking You for a Proxy and You are Requested Not to Send Us a
Proxy.**
VOTING SECURITIES AND PRINCIPAL HOLDERS THEREOF
Voting Securities
Shareholders of the Company have adopted the amendment to the Certificate of
Incorporation by means of a written consent dated March 15, 2001. On that date,
4,825,273 shares of Common Stock were issued and outstanding.
Voting Rights and Requirements
Consent from the holders of a majority of the shares outstanding was required to
adopt the amendment to the Certificate of Incorporation.
Principal Security Holders
The following table sets forth information, as March 15, 2001, with respect to
the beneficial ownership of the Company's Common Stock by each person known by
the Company to be the beneficial owner of more than five percent of the
outstanding Common Stock and by directors and officers of the Company, both
individually and as a group:
Shares Owned Beneficially and
Beneficial Owners of Record Percent of Class (1)
VHQ Entertainment Inc. 2,000,000 41.43%
6201 - 46th Avenue
Red Deer, AB T6N 6Z1 Canada
E-Trend Networks, Inc. Information Statement - Page 1 of 3
Shares Owned Beneficially and
Beneficial Owners of Record Percent of Class (1)<F1>
Web Capital Ventures Inc. 500,000 10.36%
1400 West Cypress Creek Road
Fort Lauderdale, FL 33309
Gregg C. Johnson 250,000 5.18%
6201 - 46th Avenue
Red Deer, AB T6N 6Z1 Canada
Trevor M. Hillman 250,000 5.18%
6201 - 46th Avenue
Red Deer, AB T6N 6Z1 Canada
Martin McDonough 110,000 2.28%
9116 Deni Dr NE
Lacey, WA 98516
Leonard Wayne Voth 54,360 1.13%
4422 Stone Crescent
West Vancouver, BC V7V 1B7 Canada
Howard Bolinger 16,667 0.34%
2506 - 21st Avenue SW
Calgary, AB T3E 7H3 Canada
Paul Miller 33,334 0.69%
PO Box 191027
San Francisco, CA 94119
Caroline Armstrong -- --
#210 - 259 Midpark Way SE
Calgary, AB T2X 1M2 Canada
William Christie -- --
55 Walls Drive, Suite 401
Fairfield, CT 06430-1869
Roy T. Grant -- --
8701 Bluffstone #6207
Austin, TX 78759
Timothy J. Sebastian -- --
6201 - 46th Avenue
Red Deer, AB T6N 6Z1 Canada
Donald Spear -- --
3450 SW Cascade Terrace
West Linn, OR 97068
Officers and directors as a group 1,687,930 14.3%
(11 persons)
- ----------
<FN>
(1)<F1> Based on 4,825,273 shares outstanding. If a person listed on this table
has the right to obtain additional shares of common stock within 60
days from March 15, 2001, the additional shares are deemed to be
E-Trend Networks, Inc. Information Statement - Page 2 of 3
outstanding for the purpose of computing the percentage of class owned
by such person, but are not deemed to be outstanding for the purpose of
computing the percentage of any other person.
</FN>
Changes in Control
No arrangements are known to the Company, including any pledge by any person of
securities of the Company, the operation of which may, at a subsequent date,
result in a change in control of the Company.
AMENDMENT TO THE CERTIFICATE OF INCORPORATION
The Company has determined to amend its Certificate of Incorporation by changing
its authorized capital to 20,000,000 shares of common stock, $0.0001 par value,
and 1,000,000 shares of preferred stock, $0.0001 par value.
Management believes that it will not need more than 20,000,000 shares of common
stock and 1,000,000 shares of preferred stock for the foreseeable future. By
decreasing the authorized capital, the Company will reduce its annual franchise
taxes paid to the State of Delaware, which computes such taxes on the basis of
authorized capital.
E-Trend Networks, Inc. Information Statement - Page 3 of 3