-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GncisvexGMJtNDNMj0Pv6aZfmjWa6mwMbd/LsfEnJbSbyN+aQB7AXrAwEX19nUHQ Ml3dwhNYRMWziV9xaaUPvA== 0000949353-02-000062.txt : 20020414 0000949353-02-000062.hdr.sgml : 20020414 ACCESSION NUMBER: 0000949353-02-000062 CONFORMED SUBMISSION TYPE: DEF 14C PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20020119 FILED AS OF DATE: 20020128 FILER: COMPANY DATA: COMPANY CONFORMED NAME: E TREND NETWORKS INC /DE CENTRAL INDEX KEY: 0001081823 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 980348508 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: DEF 14C SEC ACT: 1934 Act SEC FILE NUMBER: 000-28879 FILM NUMBER: 02518844 BUSINESS ADDRESS: STREET 1: 5919 3RD STREET SE STREET 2: CALGARY, ALBERTA CANADA T2H 1KE CITY: BELLEVUE STATE: WA ZIP: 98004 BUSINESS PHONE: 4032527766 MAIL ADDRESS: STREET 1: 10900 N E 8TH STREET STREET 2: #900 CITY: BELLEVUE STATE: WA ZIP: 98004 FORMER COMPANY: FORMER CONFORMED NAME: COOL ENTERTAINMENT INC DATE OF NAME CHANGE: 20000112 DEF 14C 1 def14c.txt DEFINITIVE INFO STMT RE: NAME CHANGE SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [X] Definitive Information Statement E-TREND NETWORKS, INC. (Name of Registrant As Specified in its Charter) Payment of Filing Fee (Check the appropriate box): [X] No fee required. [ ] Fee computed on table below per Exchange Act Rule 14c-5(g) and 0-11. 1) Title of each class of securities to which transaction applies: 2) Aggregate number of securities to which transaction applies: 3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): 4) Proposed maximum aggregate value of transaction: 5) Total fee paid: [ ] Fee paid previously with preliminary materials [ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. 1) Amount Previously Paid: 2) Form, Schedule or Registration Statement No.: 3) Filing Party: 4) Date Filed: E-TREND NETWORKS, INC. 5919 3rd Street S.E. Calgary, Alberta T2H 1K3 Canada INFORMATION STATEMENT CORPORATE ACTION TO BE TAKEN EFFECTIVE FEBRUARY 19, 2002 INTRODUCTION This Information Statement will be first sent or given to shareholders on or about January 28, 2002, in connection with corporate action to be taken effective February 19, 2002. E-Trend Networks, Inc. (the "Company") has adopted an amendment to its Certificate of Incorporation, which has an effective date of February 19, 2002. **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 January 14, 2002. On that date, 5,212,702 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 January 14, 2002, 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 BENEFICIAL OWNERS AND OF RECORD PERCENT OF CLASS (1) VHQ Entertainment Inc. 2,000,000 38.4% 6201 - 46th Avenue Red Deer, AB T6N 6Z1 Canada Sara Hallitex Corporation (2) 500,000 9.6% 4344 Promenade Way No. 102P Marina Del Rey, CA 90292-6281 Gregg C. Johnson 415,905 (3) 7.8% 6201 - 46th Avenue Red Deer, AB T6N 6Z1 Canada Trevor M. Hillman 410,000 (3) 7.7% 6201 - 46th Avenue Red Deer, AB T6N 6Z1 Canada Ayaz Kara 12,500 0.2% Michael McKelvie 8,333 (4) 0.2% E-Trend Networks, Inc. Information Statement - Page 1 of 2 SHARES OWNED BENEFICIALLY BENEFICIAL OWNERS AND OF RECORD PERCENT OF CLASS (1) Sean L. Krause -0- -- Robert G. Taylor -0- -- Officers and directors as a group 20,833 (4) 0.4% (4 persons) - ---------- (1) Based on 5,212,702 shares outstanding. If a person listed on this table has the right to obtain additional shares of common stock within 60 days from January 14, 2002, the additional shares are deemed to be 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. (2) Sara Hallitex Corporation is owned and controlled by Garrett Krause. (3) Includes 100,000 shares issuable upon exercise of stock options. (4) Includes 8,333 shares issuable upon exercise of stock options.
Changes in Control As of December 26, 2001, each of Messrs. Johnson and Hillman sold 250,000 shares to The Game Holdings, Ltd. As of January 14, 2002, the shares had not been transferred into the name of The Game Holdings, Ltd. On December 26, 2001, VHQ Entertainment executed an agreement sell its 2,000,000 shares to The Game Holdings, Ltd. That transaction has not yet been fully consummated. The Game Holdings, Ltd. is controlled by Garrett Krause. The Game Holdings, Ltd. intends to transfer these shares to another entity in which Mr. Krause acts as managing director. Upon completion of these transactions, Mr. Krause will own beneficially 57.6% of the outstanding shares of the Company. AMENDMENT TO THE CERTIFICATE OF INCORPORATION The Company has determined to amend its Certificate of Incorporation by changing its name to Wilmington Rexford, Inc. Management believes that this new name will more clearly reflect the Company's determination to diversify its operations into five different disciplines. E-Trend Networks, Inc. Information Statement - Page 2 of 2
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