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FGWI.OB > SEC Filings for FGWI.OB > Form 8-K on 1-Apr-2008All Recent SEC Filings

Show all filings for 5 G WIRELESS COMMUNICATIONS INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for 5 G WIRELESS COMMUNICATIONS INC


1-Apr-2008

Unregistered Sale of Equity Securities, Other Events, Financial S


ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES

(a) Between January 15, 2008 and March 27, 2008, the Company issued a total of 47,363,022 restricted shares of common stock to four holders of convertible notes owing by the Company. These shares represented a total of $51,000 in principal conversions (average of $0.001 per share).

(b) Between February 15, 2008 and March 31, 2008, the Company issued a total of 24,868,975 restricted shares of common stock to one consultant for amounts owing for consulting services to the Company. These shares were valued at a total of $19,184 (average of $0.0008 per share).



ITEM 8.01 OTHER EVENTS

(a) On March 27, 2008, the Company was served with a legal action entitled Donna Buys v. 5G Wireless Communications, Inc., Don Boudewyn, Jerry Dix, and Ramon Barrientos. This action, filed in the San Diego County Superior Court, alleges breach of fiduciary, fraud, misrepresentation, and other causes of action in connection with an alleged $100,000 investment in the company in September 2002 and seeks the return of these funds.

Management believes the Company has meritorious claims and defenses to the claims of the plaintiff, including the expiration of various statutes of limitations on the causes of action. This matter remains in the early stages of litigation and there can be no assurance as to the outcome of the action. Litigation is subject to inherent uncertainties, and unfavorable rulings could occur. Were unfavorable rulings to occur, there exists the possibility of a material adverse impact of money damages on the Company's financial condition, results of operations, or liquidity of the period in which the ruling occurs, or future periods.

(b) On October 4, 2006, the Company acquired certain assets of Global Connect, Inc., doing business as IVADO (see Exhibit 10). The assets acquired from IVADO are in the business of providing wireless Internet access to hospitality property patrons.

On March 26, 2008, the Company received notice of default and cancellation of services for certain properties that it has been servicing and managing as a result of the IVADO asset acquisition (see Exhibit 10). The Company has been given until 5 pm on the March 31, 2008 to cure the default, which consists of bringing current the amounts due to the holder of the master host agreement. The Company doubts that it will be able to cure this default.



ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

Exhibits.

Exhibits included are set forth in the Exhibit Index pursuant to Item 601of Regulation S-K.

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