8-K 1 eightk042705.txt OTHER EVENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: 04-27-2005 Date of Earliest Event Reported: 04-27-2005 WIRELESS DATA SOLUTIONS, INC. (Name of small business issuer as specified in its charter) Commission File Number 333-47395 Utah 93-0734888 (State of Incorporation) (I.R.S. Employer Identification No.) 2233 Roosevelt Rd Suite #5 St. Cloud, MN 56301 (Address of principal executive offices) (320)-203-7477 (Issuer's Telephone number) Item 5 Other Events An Agreement has been signed by the boards of Wireless Data Solutions (traded OTC:WDSO), and IDA Corporation, a privately held company in Fargo North Dakota, whereby the two companies would merge. The Agreement caps joint discussions directed at combining the two companies to make them both stronger within the industries they serve. It is also anticipated the combination will enable them to increase market share while providing a competitive advantage in the various fields of high technology products such as: VoIP (Voice over Internet Protocol) equipment, Digital Remote Control devices, and Fleet Mobile Data Terminal products. Products which employ GPS technology and proprietary software and that are oriented toward fleet vehicle tracking and other fleet related vehicle status reporting operations. The company's Mobile Data Terminals (MDTs) report and announce vehicle information to a dispatch location or central office using real-time wireless networks, they have the capacity to record and store all vehicle activity during the course of a workday. Management reports are then available to maximize the efficiency factor in vehicle operations and productivity, thereby providing customers with a compelling competitive advantage in the area served. IDA Corp. has a long-standing, twenty-seven year reputation of designing and building electronic products and equipment. Their on site design engineering, and contract manufacturing have provided a wide variety of wireless applications used by the federal government, State/Local governments, and business entities worldwide. The company has provided communication solutions to such companies as M/A-COM formally General Electric Radio System products, US Navy, Federal Express, NASA and Lockheed. IDA has also developed a Global Tracking Data Center, which provides information relating to automatic GPS tracking. The system is called "TRAKIT", which utilizes various wireless networks to transport asset location information. The Global Tracking Data Center, using the TRAKIT system, is also capable of providing information to various customers' control centers simultaneously via Internet Based technology or a Local Area Network. This technology provides "hands on" monitoring of the desired collateral or equipment. Globally, IDA Corp. is one of only a few companies providing this service. The company just recently finished the development of a VoIP (Voice over Internet Protocol) product, which will be marketed globally. The final combination of the companies is contingent on WDSO shareholder approval and raising a limited amount of equity funds on or before June 30, 2005. Combined, the WDSO and IDA Corporation project revenues to exceed $3million the first year. This discussion may include certain "forward looking" statements that reflect our current views with respect to future events and financial performance. Investors should be aware that actual results may differ materially from our expressed expectations because of risks and uncertainties inherent in future events; particularly those risks identified and set forth previously. Factors that could cause or contribute to such differences include, but are not limited to those discussed in this section. Investors should not unduly rely on these forward-looking statements. We undertake no duty to update the information in this discussion if any forward-looking statement later turns out to be inaccurate. 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. /S/ Patrick Makovec Patrick Makovec Chairman of the Board

WIRELESS DATA SOLUTIONS, INC. AND SUBSIDIARY Consolidated Balance Sheet September 30, 2004 Assets 9/30/04 9/30/03 (Unaudited) (Unaudited) Current Assets Cash and Cash Equivalents $6,007 $23,394 Trade Accounts receivable, net of Estimated Allowance for doubtful Accounts of $54,053 and $54,053 respectively 71,306 20,302 Inventory 64,442 71,101 Prepaid Expenses 286 2,708 --------- --------- Total Current Assets $142,041 $117,505 --------- --------- Property and Equipment Office Fixtures and Equipment 72,049 72,049 Leasehold Improvements - - --------- --------- 72,049 72,049 Less: Accumulated Depreciation 69,138 65,617 --------- --------- Net Property and Equipment 2,911 6,432 --------- --------- Other Assets Security Deposits 4,977 5,074 --------- --------- Total Assets $149,929 $129,011 ========= =========

Liabilities and Stockholder's Equity (Deficiency) Current Liabilities: Note Payable to Stockholder $50,000 $50,000 Accounts Payable and Accrued Expenses 88,053 96,046 Other Current Liabilities 34,839 34,839 --------- --------- Total Current Liabilities 172,892 180,885 Other Liabilities: Due to officers 47,847 32,169 --------- --------- Total Liabilities 220,739 213,054 --------- --------- Minority Interests in consolidated subsidiaries 20,000 20,000 --------- --------- Commitment and Contingencies Stockholders Equity Preferred Stock, $.002 par value; 3,000,000 shares Authorized; no shares issued or outstanding - - Common Stock, $.001 par value; 25,000,000 shares Authorized; 15,142,434 issued 15,142 15,142 Common Stock to be issued 410,126 410,126 Additional Paid in Capital 2,373,962 2,373,962 Accumulated Deficit (2,890,040) (2,903,273) ---------- --------- Total Stockholder's Deficiency (90,810) (104,043) ---------- ---------- Total Liabilities and Stockholder Deficiency $149,929 $129,011 ========== ==========

WIRELESS DATA SOLUTIONS, INC. AND SUBSIDIARY Consolidated Statements of Operations For the Year Ended September 30, 2004 9/30/04 9/30/03 (Unaudited) (Unaudited) Revenue Net Product Sales $611,400 $746,015 Repairs and Maintenance 43,885 45,252 Engineering Services 36,350 41,630 ---------- --------- Total Revenue $691,635 $832,897 Cost of Sales $266,550 $305,527 ---------- --------- Gross Profit 425,085 527,370 Operating Expenses 412,238 578,341 ---------- --------- Operating Income (loss) 12,847 (50,971) ---------- --------- Other Income(Expense): Miscellaneous Income 5,550 200 Dividend Income 4 - Interest Expense (5,171) 5,178 Interest Income 3 21 ---------- --------- Total Other Income (Expense) 386 5,399 Provision For Income Tax - - ---------- --------- Net Gain or Loss $13,233 $(55,928) ========== ========= Basic and diluted earnings(loss) per common share $.001 $(.004) ---------- --------- Weighted Average Common Shares Outstanding 15,142,434 15,142,434 ========== ==========

WIRELESS DATA SOLUTIONS, INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows For the Year Ended September 30, 2004 and 2003 2004 2003 (Unaudited) (Unaudited) Cash Provided by (used in) Operating Activities: Net Income (loss) 13,233 (55,927) Adjustments to reconcile net loss to net cash Provided by (used in) operating activities: Depreciation 3,522 12,809 Issuance of common stock for services - - (Increase)Decrease in Assets: Security Deposits 95 (562) Accounts Receivable (51,004) 75,811 Inventory 6,659 8,516 Prepaid expenses and other assets 2,422 (2,708) Increase (decrease) in liabilities: Accounts Payable and Accrued Expenses (7,993) (103,586) Due to Officers 15,678 12,797 Advances from Customers - - Other Current liabilities - - Net Cash provided by (used in) --------- --------- Operating activities: (17,388) (51,726) --------- --------- Cash Flows from Financing Activities: Advance to Officers - - --------- --------- Net Cash provided by financing activities - - --------- --------- Net increase (decrease) in Cash and Cash Equivalents (17,388) (51,727) Cash and Cash equivalents, beginning of period 23,395 75,121 --------- --------- Cash and Cash equivalents, end of period $6,007 $23,395 ========= ========= Supplemental Information: Cash Paid for Income Taxes $800 ---------

WIRELESS DATA SOLUTIONS Consolidated Statement of Changes in Stockholders Equity For the Year Ended September 30, 2004 Common Stock ------------ Number Additional Common Of Paid-In Accumulated Stock To Shares Amount Capital Deficit be Issued Total ------------------------------------------------------------------ Balance Sept 30, 2002 (Unaudited) 15,142,434 $15,142 $2,373,962 ($2,847,345) $410,126 $(48,115) Net Loss 9/30/03 (55,927) (55,927) Balance Sept 30, 2003 ----------------------------------------------------------------- (Unaudited) 15,142,434 $15,142 $2,373,962 ($2,903,272) $410,126 ($104,042) Net Profit 09/30/04 13,233 13,233 Balance Sept 30, 2004 ----------------------------------------------------------------- (Unaudited) 15,142,434 $15,142 $2,373,962 ($2,890,039) $410,126 ($90,809) =================================================================

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