<PAGE>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACTS OF 1934
Date of report (Date of earliest event reported):
September 12, 2000
Commission File No. 33-9030
MAGNAVISION CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 22-2741313
--------------------------------------------------------------------------------
(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)
141 South Ave. Office# 4, Fanwood, NJ 07023
--------------------------------------------------------------------------------
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code: (732) 449-1200
Item 1 Change in Control of Registrant
On September 12, 2000 MagnaVision and Blue Acquisition Corp., a wholly owned
subsidiary of IPWireless, Inc. based in San Bruno, CA have signed a definitive
agreement for Blue Acquisition Corp. to merge with and into MagnaVision
Corporation. All outstanding common and preferred stock of MagnaVision shall be
exchanged in the transaction for cash and/or securities. The transaction is more
fully described in the attached press release, and in the attached Agreement and
Plan of Merger.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
Exhibit 99.1 - Press Release, dated September 12, 2000.
Exhibit 99.2 - Agreement and Plan of Merger between MagnaVision Corporation and
Blue Acquisition Corp., a wholly owned subsidiary of IPWireless, Inc., dated
September 12, 2000
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: September 25, 2000 MagnaVision Corporation
By: /s/ Jeffrey Haertlein
-------------------------------
Jeffrey Haertlein
Chief Financial Officer