SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
August 12, 2003
Date of Report (Date of earliest event reported)
STAKE TECHNOLOGY LTD.
(Exact name of registrant as specified in its charter)
CANADA 0-9989 Not Applicable
(Jurisdiction of (Commission File No.) (IRS Employer I.D. Number)
Incorporation)
2838 Highway 7
Norval, Ontario L0P 1K0, Canada
(Address of Principle Executive Offices)
(905) 455-1990
(Registrant's telephone number, including area code)
Item 5. Other Events and Required FD Disclosure.
On August 12, 2003, Stake Technology Ltd. (the "Company") entered into a
public offering of 7,000,000 common shares, without par value, of the Company in
the United States and certain provinces of Canada. The common shares will be
issued pursuant to a registration statement on Form S-3 (File No. 333-107374)
(the "Registration Statement") filed with the Securities and Exchange Commission
(the "SEC") under the Securities Act of 1933, as amended. The Registration
Statement was declared effective by the SEC on July 30, 2003.
Attached as Exhibit 1.1 hereto and incorporated by reference herein is the
Underwriting Agreement, dated August 12, 2003 between the Company and Desjardins
Securities Inc. and BMO Nesbitt Burns Inc., acting on behalf of themselves and
as representatives of the several underwriters named in Schedule A thereto (the
"Underwriters"), in connection with the public offering and the granting to the
Underwriters of an over-allotment option to purchase up to 500,000 additional
common shares. Attached as Exhibit 5.1 is the opinion of Basman Smith LLP
regarding the validity of the common shares to be sold pursuant to the
prospectus supplement.
Item 7. Financial Statements Pro Forma Financial Information and Exhibits
(c) Exhibits:
Exhibit No. Description
----------- -----------
1.1 Underwriting Agreement dated August 12, 2003
between the Company and Desjardins Securities Inc.
and BMO Nesbitt Burns Inc., acting on behalf of
themselves and as representatives of the
Underwriters.
5.1 Opinion of Basman Smith LLP
23.1 Consent of Basman Smith LLP (included in
Exhibit 5.1)
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.
August 12, 2003 STAKE TECHNOLOGY LTD.
By: /s/ Jeremy N. Kendall
---------------------
Jeremy N. Kendall
Chairman & CEO
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
1.1 Underwriting Agreement dated August 12, 2003
between the Company and Desjardins Securities Inc.
and BMO Nesbitt Burns Inc., acting on behalf of
themselves and as representatives of the
Underwriters.
5.1 Opinion of Basman Smith LLP
23.1 Consent of Basman Smith LLP (included in
Exhibit 5.1)