-----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, RTXcb/tTz/w+KeZQctHS6UyYNi8cNhBBi/en7L1k4kUlpB7zkL/Cp9mk646zO12c /228bAAwYw4TENUCp7EVIA== 0001165527-10-000554.txt : 20100812 0001165527-10-000554.hdr.sgml : 20100812 20100812121541 ACCESSION NUMBER: 0001165527-10-000554 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100811 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20100812 DATE AS OF CHANGE: 20100812 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BWI Holdings, Inc. CENTRAL INDEX KEY: 0001405260 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-145471 FILM NUMBER: 101010247 BUSINESS ADDRESS: STREET 1: 3915 - 61ST AVE. S.E. CITY: CALGARY STATE: A0 ZIP: T2C 1V5 BUSINESS PHONE: 403-255-2900 MAIL ADDRESS: STREET 1: 3915 - 61ST AVE. S.E. CITY: CALGARY STATE: A0 ZIP: T2C 1V5 FORMER COMPANY: FORMER CONFORMED NAME: Gray Creek Mining Inc. DATE OF NAME CHANGE: 20070629 8-K 1 g4265.txt CURRENT REPORT DATED 8-11-10 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 August 11, 2010 (June 8, 2010) Date of Report (Date of earliest event reported) BWI HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-145471 N/A (State or Other Jurisdiction (Commission IRS Employer of Incorporation) File Number) Identification No.) 3915 - 61st Ave. S.E., Calgary, Alberta Canada T2C 1V5 (Address of Principal Executive Offices) (Zip Code) (403) 255-2900 (Registrant's Telephone number, including area code) n/a (Former Name or Former Address, if Changed Since Last Report) [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] 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)) SECTION 7. REGULATION FD ITEM 7.01 REGULATION FD DISCLOSURE REVERSE STOCK SPLIT On June 8, 2010, the Board of Directors of BWI Holdings, Inc., a Nevada corporation (the "Corporation") authorized and approved a reverse stock split of one for every ten (1:10) of the Corporation's total issued and outstanding shares of common stock (the "Reverse Stock Split"). The Reverse Stock Split was effectuated based on market conditions and upon a determination by the Board of Directors that the Reverse Stock Split was in the Corporation's best interests and those of its shareholders. Certain factors were discussed among the members of the Board of Directors concerning the need for the Reverse Stock Split, including: (i) current trading price of the Corporation's shares of common stock on the OTC Bulletin Board and potential to increase the marketability and liquidity of the Corporation's common stock; (ii) possible reluctance of brokerage firms and institutional investors to recommend lower-priced stocks to their clients or to hold in their own portfolios; and (iii) desire to meet future requirements of per-share price and net tangible assets and shareholders' equity relating to admission for trading on other markets; The Reverse Stock Split will be effectuated on August 16, 2010 based upon the filing with and acceptance by FINRA of the appropriate documentation. The Reverse Stock Split will decrease the Corporation's total issued and outstanding shares of common stock from 94,980,630 to 9,498,063 shares of common stock. The common stock will continue to be $0.001 par value. The Corporation's trading symbol on the Over-the-Counter Bulletin Board will change to "BWIHD.PK". After twenty business days, the Corporation's trading symbol will revert back to the original symbol of "BWIH.PK". 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. BWI HOLDINGS, INC. DATE: August 11, 2010 /s/ Jim Can --------------------------------- Name: Jim Can Title: President/Chief Executive Officer -----END PRIVACY-ENHANCED MESSAGE-----