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 (Date of earliest event reported): FEBRUARY 19, 2002
WILMINGTON REXFORD, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-28879 98-0348508
(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
5919 - 3RD STREET, S.E., CALGARY, ALBERTA, CANADA T2H 1K3
(Address of principal executive offices) (Zip Code)
(403) 252-7766
Registrant's telephone number, including area code
E-TREND NETWORKS, INC.
(Former name or former address, if changed since last report)
Exhibit index on consecutive page 2
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
Not applicable.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Not applicable.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
Not applicable.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Not applicable.
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE
Effective February 19, 2002, the registrant has changed its name to
"Wilmington Rexford, Inc." The new CUSIP number for the common stock is
971793 10 4, and the new symbol for the shares on the OTC Bulletin
Board is "WREX".
ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS
Not Applicable.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of businesses acquired: Not applicable.
(b) Pro forma financial information: Not applicable
(c) Exhibits
REGULATION
S-K NUMBER DOCUMENT
3.1 Certificate of Amendment of Certificate of Incorporation
ITEM 8. CHANGE IN FISCAL YEAR
Not applicable.
ITEM 9. REGULATION FD DISCLOSURE
Not applicable.
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.
WILMINGTON REXFORD, INC.
February 19, 2002 By: /s/ ROBERT G. TAYLOR
-------------------------------------
Robert G. Taylor, President
EXHIBIT 3.1
CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION
CERTIFICATE OF AMENDMENT
OF
CERTIFICATE OF INCORPORATION
OF
E-TREND NETWORKS, INC.
E-Trend Networks, Inc., a corporation organized and existing under and by virtue
of the General Corporation Law of the State of Delaware, does hereby certify:
FIRST: That at a meeting of the Board of Directors of the Corporation,
resolutions were duly adopted setting forth a proposed amendment of the
Certificate of incorporation of said corporation, declaring said
amendment to be advisable and submitting it to the stockholders of the
Corporation for adoption. The resolution setting forth the proposed
amendment is as follows:
RESOLVED, that the Certificate of Incorporation of this corporation be
amended by changing Article I thereof so that, as amended, said Article
shall be and read as follows:
ARTICLE I
Name
The name of the Corporation is Wilmington Rexford, Inc.
SECOND: That thereafter, pursuant to resolution of its Board of Directors,
stockholders holding the necessary number of shares as required by
statute signed a written consent approving and adopting the amendment
in accordance with Section 228 of the General Corporation Law of the
State of Delaware.
THIRD: That said amendment was duly adopted in accordance with the provisions
of Section 242 of the General Corporation Law of the State of Delaware.
FOURTH: That said amendment shall be effective as of February 19, 2002.
IN WITNESS WHEREOF, said Corporation has caused this certificate to be signed by
Robert G. Taylor, its President, and Sean L. Krause, its Secretary, on January
24, 2002.
ATTEST:
/s/ SEAN L. KRAUSE /s/ ROBERT G. TAYLOR
- ----------------------------- ----------------------------------------
Sean L. Krause, Secretary Robert G. Taylor, President