OurPets Company (OTCMKTS:OPCO) Files An 8-K Unregistered Sales of Equity SecuritiesItem 3.02.
On May 23, 2017, OurPet’s Company (the “Company”) sent a notice of conversion (the “Notice”), to all holders of record of its Series 2009 Preferred Stock (the “Preferred Stock”). to the Notice, all outstanding shares of Preferred Stock will be converted into shares of common stock, no par value, of the Company (“Common Stock”). The effective date of the conversion will be June 15, 2017 (the “Conversion Date”).
On May 22, 2017, the trading price of the Common Stock closed at $1.60, marking the 20th consecutive trading day the trading price of the Common Stock was equal to or exceeded $1.50 per share, triggering the right of the Company to exercise its conversion right in accordance with the Certificate of Designation of the Preferred Stock.
On the Conversion Date, holders of Preferred Stock will be entitled to receive 10 shares of Common Stock for each share of Preferred Stock, reflecting an approximate conversion price of $0.70 per share based on the initial issuance price of $7.00 per share of Preferred Stock. There are currently 123,616 shares of Preferred Stock outstanding, and therefore a total of 1,236,160 shares of Common Stock will be issued upon conversion of the Preferred Stock.
From and after the Conversion Date, no shares of Preferred Stock will be issued or outstanding and all rights of the holders of the Preferred Stock will terminate, except for the right to receive (i) dividends that accrued prior to the Conversion Date, and (ii) the number of shares of Common Stock issuable upon conversion of the Preferred Stock, as described above.
The shares of Common Stock are being issued in reliance upon the exemption set forth in Section 3(a)(9) of the Securities Act of 1933, as amended, for securities exchanged by the Company and existing security holders where no commission or other remuneration is paid or given directly or indirectly by the Company for soliciting such exchange.
About OurPet’s Company (OTCMKTS:OPCO)
OurPet’s Company is engaged in developing, manufacturing and marketing products for the retail pet business. The Company operates through pet supplies segment (OurPet’s segment). It develops, designs, produces and markets a range of consumer products containing accessory and consumable pet products. It markets products, such as dog, cat and bird feeders; dog and cat toys; cat and dog waste management products; catnip products, and natural, nutritional pet supplements and topical products. Its dual brand strategy is focused on OurPets for the pet specialty channel and PetZone for the food, drug and mass retail channel. It sells over 1,000 products for dogs, cats, and domestic and wild birds. Its products are marketed under the OurPet’s, Pet Zone, Flappy, SmartScoop, Ecopure Naturals, Play-N-Squeak, Durapet, Clipnosis, Go! Cat!Go!, Festiva and Cosmic Pet labels to customers, both domestic and foreign. It sells products to market segments, including mass retailers and pet superstores. OurPet’s Company (OTCMKTS:OPCO) Recent Trading Information
OurPet’s Company (OTCMKTS:OPCO) closed its last trading session down -0.03 at 1.59 with 100 shares trading hands.
