UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
Report Of Foreign Private Issuer
Pursuant To Rule 13a-16 Or 15d-16 Of
The Securities Exchange Act Of 1934
FOR THE MONTH OF JULY 2017
COMMISSION FILE NUMBER: 001-34491
DRAGONWAVE INC.
(Translation of registrants name into English)
411 Legget Drive, Suite 600
Ottawa, Ontario, K2K 3C9
Canada
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: | ||
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xForm 20-F |
oForm 40-F |
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Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o | ||
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Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o | ||
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Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934: | ||
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o Yes |
x No |
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If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): n/a |
The following exhibits are issued by DragonWave Inc.:
Exhibit Number |
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Description |
99.1 |
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Press Release dated July 28, 2017 DragonWave Announces Receipt of Application to Appoint Receiver and TSX Delisting Review |
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, thereunto duly authorized.
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DRAGONWAVE INC. | |
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(Registrant) | |
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By: |
/s/ Patrick Houston |
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Name: |
Patrick Houston |
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Title: |
Chief Financial Officer |
Date: |
July 31, 2017 |
Exhibit 99.1
DRAGONWAVE ANNOUNCES RECEIPT OF APPLICATION TO APPOINT RECEIVER AND TSX DELISTING REVIEW
Ottawa, July 28, 2017 DragonWave Inc. (TSX:DRWI)(NASDAQ:DRWI) (DragonWave or the Company) announces today that the companys secured lenders Comerica Bank and Export Development Canada have filed an application with the Ontario Superior Court of Justice (the Application) to appoint KSV Kofman Inc. as receiver (the Receiver) over the business and assets of the Company. The Application is scheduled to be heard on July 31, 2017 at 9:30 a.m. The secured lenders have expressed their intention to pursue a short, court-supervised sale process conducted by the Receiver to attract interested purchasers or investors in an effort to maximize value for the lenders and other stakeholders.
The Company also announces that it has received notice from the Toronto Stock Exchange (TSX) that the TSX is reviewing the eligibility for continued listing of the Companys securities pursuant to Part VII of the TSX Company Manual (the Company Manual). Specifically, the TSX is reviewing whether any of the delisting criteria outlined in section 708 (Insolvency) and sections 709 and 710(a)(i) (Financial Condition and/or Operating Results) of the Company Manual are applicable to the Company. The Company is being reviewed under the Expedited Review Process of the TSX. As a result, the Companys shares have been suspended from trading until further notice. A meeting of the Continued Listing Committee of the TSX (the Meeting) is scheduled to be held on July 31, 2017 at 2:00 p.m. (EDT) to consider whether or not to delist the securities of the Company. If the Companys securities are delisted from the TSX, the Company may consider an alternative listing on the TSX Venture Exchange or NEX.
In addition, Nasdaq has informed the Company that they intend to issue a notice of delisting to the Company on Monday, July 31, 2017 with delisting to occur on Wednesday, August 2, 2017. In connection with the suspension of trading on the TSX, Nasdaq has also suspended trading.
About DragonWave
DragonWave® is a leading provider of high-capacity packet microwave solutions that drive next-generation IP networks. DragonWaves carrier-grade point-to-point packet microwave systems transmit broadband voice, video and data, enabling service providers, government agencies, enterprises and other organizations to meet their increasing bandwidth requirements rapidly and affordably. The principal application of DragonWaves products is wireless network backhaul, including a range of products ideally suited to support the emergence of underlying small cell networks. Additional solutions include leased line replacement, last mile fiber extension and enterprise networks. DragonWaves corporate headquarters are located in Ottawa, Ontario, with sales locations in Europe, Asia, the Middle East and North America. For more information, visit http://www.dragonwaveinc.com.
Forward-Looking Statements
Certain statements in this release constitute forward-looking statements or forward-looking information as defined by applicable securities laws. Forward-looking statements include statements as to DragonWaves restructuring efforts, efforts to reduce operating expenses and address working capital, and identification and assessment of strategic alternatives in relation to short term liquidity requirements. These statements are subject to certain assumptions, risks and uncertainties, including DragonWaves ongoing efforts to manage cash flows and liquidity. In
particular, this press release contains forward- looking statements pertaining to (i) the Companys inability to remedy breaches of certain covenants in its credit facilities; (ii) whether the Court will appoint the Receiver over the Companys assets; and (iii) whether the Companys securities will be delisted from the TSX. Readers are cautioned not to place undue reliance on such statements. DragonWaves actual results, performance, achievements and developments may differ materially from the results, performance, achievements or developments expressed or implied by such statements, as a result of the risks identified above as well as other risks identified in our publicly filed documents. Further material risks and uncertainties relating to our business are described under the heading Risks and Uncertainties in the MD&A dated July 12, 2017 and in the Companys Annual Information Form and other public documents filed by DragonWave with Canadian and United States securities regulatory authorities, which are available at www.sedar.com and www.sec.gov respectively. DragonWave assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law.
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