UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) September 27, 2004
---------------------------
WaveRider Communications Inc.
- --------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
Nevada
- --------------------------------------------------------------------------------
(State or Other Jurisdiction of Incorporation)
0-25680 33-0264030
- --------------------------------------------------------------------------------
(Commission File Number) (IRS Employer Identification No.)
255 Consumers Road, Suite 500, Toronto, Ontario, Canada M2J 1R4
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
(416) 502-3200
- --------------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
- --------------------------------------------------------------------------------
(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 (see General Instruction A.2. below):
[X] Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
[X] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 8.01 Other Events
SIGNATURES
Exhibit Index
EXHIBIT 99.01
Item 8.01 Other Events.
On September 27, 2004, WaveRider Communications, Inc. issued a press release
announcing the adjournment of its annual general meeting. A copy of the press
release, dated as of September 27, 2004, entitled "WaveRider Announces
Adjournment of Annual General Meeting" is filed as Exhibit 99.01 to this Current
Report and is incorporated herein by reference.
This written communications relates to the reorganization of WaveRider
Communications, Inc. as a Canadian corporation, as further described in the
registration statement on Form F-4 (File No. 333-118224) filed with the SEC.
The foregoing reference to the proposed reorganization and any other related
transactions shall not constitute an offer to buy or exchange securities or
constitute the solicitation of an offer to sell or exchange any securities in
WaveRider Communications Inc., WaveRider Communications (Canada) Inc. or any
subsidiaries.
Investors and security holders are urged to read the documents filed or
to be filed with the SEC relating to the proposed reorganization of WaveRider
Communications, Inc., a Nevada corporation, as a Canadian corporation because
they contain important information: the registration statement on Form F-4 (File
No. 333-118224) which includes a joint-proxy statement prospectus, as amended
from time to time. These and any other documents relating to the proposed
reorganization, when they are filed with the SEC, may be obtained free at the
SEC's Web site at www.sec.gov. You may also obtain each of these documents for
free (when available) from WaveRider Communications, Inc. by directing your
request to: T. Scott Worthington ; telephone 416 502 3200; and address 255
Consumers Road, Suite 500, Toronto Ontario, M2J 1R4, Canada.
(c) Exhibits
Exhibit
Number Exhibit Title or Description
- -------- ----------------------------
99.01 Press release entitled WaveRider Announces Adjournment of
Annual General Meeting, dated September 27, 2004.
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.
WaveRider Communications, Inc.
/s/ T. Scott Worthington
--------------------------------------------
Vice President, Corporate Secretary
and Chief Financial Officer
Date: September 27, 2004
Exhibit Index
Exhibit
Number Exhibit Title or Description
- ------- ----------------------------
99.01 Press release entitled WaveRider Announces Adjournment of
Annual General Meeting, dated September 27, 2004.