Form 8-K for Corridor Communications Corp
16-Jul-2004
Acquisition or Disposition of Assets and Financial Statements & Exhi
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On June 30, 2004, Corridor Communications Corp., a Delaware corporation (the"Company"), entered into an Asset Purchase Agreement (the "Ashcreek Agreement")with Ashcreek Wireless, a sole proprietorship wholly owned by John Conley("Ashcreek"), whereby the Company acquired all of the assets of Ashcreek inexchange for 7,500,000 shares of common stock of the Company and $60,000, whichwas prepaid. In addition, also on June 30, 2004, the Company entered into anAsset Purchase Agreement (the "Quik Agreement") with Quik Internet of theValley, Inc. ("Quik"), whereby the Company acquired all of the assets of Quik inexchange for 7,500,000 shares of common stock of the Company. Ashcreek and Quikare both engaged in the business of providing Wireless Internet Service throughhigh-speed ubiquitous connectivity to single family homes, businesses andhotspots in the Salem, Oregon area.
The shares of common stock issued pursuant to the Ashcreek Agreement and theQuik Agreement were not registered under the Securities Act of 1933, as amended(the "Act") and were issued in the reliance upon the exemption from registrationprovided by section 4(2) of the Act, on the basis that the acquisition of theassets of each company is a transaction not involving a public offering. Allcertificates evidencing the shares bear a customary form of investment legendand may not be sold, pledged, hypothecated or otherwise transferred unless firstregistered under the Act or pursuant to an available exemption from suchregistration requirements.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of businesses acquired.
Audited Financial Statements of Ashcreek Wireless (a sole proprietorship) for the years ended December 31, 2003 and December 31, 2002.
Unaudited Financial Statements of Ashcreek Wireless (a sole proprietorship) for the three months ended March 31, 2004.
Audited Financial Statements of Quik Internet of the Valley, Inc. for the years ended December 31, 2003 and December 31, 2002.
Unaudited Financial Statements of Quik Internet of the Valley, Inc. for the three months ended March 31, 2004.
(b) Proforma Financial Information
Proforma Financial Information.
(c) Exhibits.
Exhibit No. Description
10.1 Asset Purchase Agreement dated June 30, 2004 entered
between the Company and Ashcreek Wireless
10.2 Asset Purchase Agreement dated June 30, 2004 entered
between the Company and Quik Internet of the Valley, Inc. |
