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:
November
1, 2005
MOBILEPRO
CORP.
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(Exact
Name of Registrant as Specified in Charter)
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Delaware
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000-51010
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87-0419571
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(State
of Incorporation)
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(Commission
File Number )
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(IRS
Employer Identification No.)
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6701
Democracy Blvd., Suite 202
Bethesda,
MD 20817
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(Address
of principal executive offices) (Zip Code)
(301)
315-9040
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(Registrant's
telephone number)
Check
the
appropriate box below if the Form 8-K is intended to simultaneously satisfy
the
filing obligation of the registrant under any of the following provisions
(see
General
Instruction A.2 below):
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
2.01. Completion of Acquisition or Disposition of Assets.
On
November 1, 2005, we completed the acquisition of InReach Internet, LLC
(“InReach”), an ISP based in Oakland and Stockton, California. We paid
$2,111,873 of cash consideration and 4,357,798 shares of our common stock,
subject to post closing adjustments, for all of the outstanding membership
interests of InReach. As a result of the acquisition, we acquired certain plant,
equipment or other physical property that InReach used in its business, and
we
intend to continue such use.
A
copy of
the press release announcing the completion of the acquisition is attached
as an
exhibit under Item 90.1 (c) of this report.
Item
9.01. Financial Statements and Exhibits.
We
intend
to file by amendment the required financial statements reflecting the
acquisition of all of the issued and outstanding membership interests of InReach
no later than 71 days after the date that this report on Form 8-K must be
filed.
| 2.1 |
Agreement
and Plan of Merger, dated November 1,
2005.
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| 4.1 |
Registration
Rights Agreement, dated November 1,
2005.
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| 99.1 |
Press
Release, dated November 1, 2005.
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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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By:
/s/ Jay O. Wright |
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Jay
O. Wright
President and Chief Executive
Officer |
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MOBILEPRO
CORP. |
Date:
November 7, 2005