WAVERIDER COMMUNICATIONS INC
8-K/A, 2000-12-27
TELEPHONE COMMUNICATIONS (NO RADIOTELEPHONE)
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                  Amendment #2


                                   FORM 8-K/A


                                 CURRENT REPORT

   Pursuant to Sections 13 or 15(d) of the Securities and Exchange Act of 1934

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        Date of Report (Date of earliest event reported): October 1, 2000
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                          WAVERIDER COMMUNICATIONS INC.
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               (Exact name of registrant as specified in charter)


                                     NEVADA

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         (State or other jurisdiction of incorporation or organization)



          0-25680                                      33-0264030
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 (Commission File Number)                (I.R.S. Employer Identification Number)



         255 Consumers Road, Suite 500, Toronto, Ontario, Canada M2J 1R4
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               (Address of principal executive offices) (Zip Code)



                                 (416) 502-3200
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              (Registrant's telephone number, including area code)



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          (Former name or former address, if changed since last report)




<PAGE>





Item 7.    Financial Statements and Exhibits


           The following unaudited pro forma financial  statements replace those
filed in the 8-K/A dated  December 15, 2000.  The unaudited pro forma  financial
statements included in that report should not be relied upon.


         The following  unaudited pro forma financial  statements give effect to
the acquisition by WaveRider  Communications Inc. of ADE Network Technology Pty.
Ltd. in a transaction to be accounted for as a purchase. The unaudited pro forma
balance  sheet  is  based  on  the   individual   balance  sheets  of  WaveRider
Communications  Inc. and ADE Network  Technology Pty. Ltd. and has been prepared
to reflect  the  acquisition  by  WaveRider  Communications  Inc. of ADE Network
Technology  Pty.  Ltd.  as of  September  30,  2000.  The  unaudited  pro  forma
statements of loss are based on the individual statements of income of WaveRider
Communications Inc. and ADE Network Technology Pty. Ltd. and combine the results
of the operations of WaveRider  Communications  Inc. and ADE Network  Technology
Pty.  Ltd.  (acquired  by  WaveRider  as of  October 1, 2000) for the year ended
December  31, 1999 and for the nine months  ended  September  30, 2000 as if the
acquisition  occurred on January 1, 1999.  These  unaudited pro forma  financial
statements should be read in conjunction the historical financial statements and
notes thereto of WaveRider Communications Inc., filed on Form 10-Q and 10-K, and
the historical  financial statements and notes thereto of ADE Network Technology
Pty. Ltd. attached as Exhibit 99.4.


       Exhibits
       --------
99.1   Proforma Condensed Consolidated Balance Sheet as at September 30, 2000.

99.2   Proforma Condensed Consolidated Statement of Loss for the nine months
       ended September 30, 2000

99.3   Proforma Condensed Consolidated Statement of Loss for the year ended
       December 31, 1999

99.4   Audited financial statements of ADE Network Technology Pty Ltd. for the
       year ended June 30, 2000 (Australian Dollars)



<PAGE>



Signatures:

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly caused this current  report on Form 8-k to be signed on its
behalf by the undersigned thereunto duly authorized.


Dated:  December 22, 2000


                                                 WaveRider Communications Inc.

                                                 Per: /s/ Bruce Sinclair
                                                 -----------------------------
                                                 Bruce Sinclair, President
























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