UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): December 23, 2004SKYWAY COMMUNICATIONS HOLDING CORP.
(Exact name of registrant as specified in charter)
Florida000-3203365-0881662
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
6021 142nd Ave. North, Clearwater, FL33760
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (727) 535-8211
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instructions A.2. below):
/_/ Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
/_/ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
/_/ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
/_/ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
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ITEM 8.01 OTHER EVENTS
On December 14, 2004, a lawsuit was commenced against the Company, its
Chief Executive Officer and President by Nazar Talib, individually and on behalf
of certain Company shareholders in the United States District Court for the
Eastern District of Arkansas. Mr. Talib is a stockbroker that was involved in
the solicitation of certain foreign investors in the Company. The Complaint
alleges that the Company (i) engaged in the sale of unregistered securities;
(ii) made certain misrepresentations regarding the investment in the Company's
securities; (iii) breached the provisions of the Arkansas Securities Act; and
(iv) breached its contractual obligations to the plaintiffs. In addition, the
Complaint alleges that Messrs. Kovar and Kent breached their fiduciary duties to
the Company. The plaintiffs have alleged that they are entitled to rescission of
their investment as an equitable remedy and have further sought damages from the
Company and Messrs. Kovar and Kent.
The Company vigorously denies the allegations in the Complaint and
believes that the allegations have no merit. The Company was served with the
Complaint on December 17, 2004 and intends to undertake a vigorous defense of
these allegations and seek compensatory relief from Mr. Talib by initiating
counterclaims against him.
SIGNATURES
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.
Skyway Communications Holding Corp.
Date: December 23, 2004/s/ Jim KentJim Kent
Chief Executive Officer
Dates Referenced Herein and Documents Incorporated by Reference
