UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): December 20, 2005
ARC Wireless Solutions, Inc.
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(Exact name of registrant as specified in its charter)
Utah
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(State or Other Jurisdiction of Incorporation)
000-18122 87-0454148
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(Commission File Number) (IRS Employer Identification Number)
10601 West 48th Avenue
Wheat Ridge, Colorado 80033
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(Address of principal executive offices including zip code)
(303) 421-4063
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(Registrant's telephone number, including area code)
N/A
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(Former address, if changed since last report)
Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
On December 20, 2005, the Company appointed Robert E. Wade to the Board of
Directors. Mr. Wade qualifies as an "independent director" of the Company and
will serve on the Company's Compensation and Audit Committees. Mr. Wade
currently serves as a member of the boards of directors of mutual funds:
Franklin Mutual Series Fund Inc. since 1996, Franklin Managed Trust and Franklin
Value Investors Trust since 2004. In March of 2005, Mr. Wade was named Chairman
of the Board of Franklin Mutual Series Fund Inc., having previously served as
Chairman of its Audit Committee. He has also been a director of El Oro and
Exploration Co. plc. since 2003. Mr. Wade is a practicing attorney in New Jersey
and is a trustee of the Newark Museum, Newark, NJ.
Item 7.01. Regulation FD Disclosure.
On December 20, 2005, the Company issued a press release announcing the
appointment of Robert E. Wade to the Company's Board of Directors. A copy of the
Company's press release is attached hereto as Exhibit 99.1 and is incorporated
herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in Item
7.01 of this report shall not be deemed "filed" for the purpose of Section 18 of
the Securities Exchange Act of 1934, nor shall it be deemed incorporated by
reference in any filing. The disclosure in Item 7.01 of this report does not
constitute a determination of whether any information included in this Item is
material.
ITEM 9.01. Financial Statements and Exhibits
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Exhibit Number Exhibit Title
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99.1 Press release dated December 20, 2005 announcing Robert E.
Wade to the Board of Directors of the Company.
SIGNATURE
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.
ARC WIRELESS SOLUTIONS, INC.
Date: December 20, 2005 By: /s/ Monty R. Lamirato
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Monty R. Lamirato
Chief Financial Officer