YOUNGEVITY INTERNATIONAL, INC. (OTCMKTS:YGYI) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03. Amendments to Articles of Incorporation or Bylaws;
Change in Fiscal Year.
filed a certificate of amendment to its certificate of
incorporation with the Secretary of State of the State of
Delaware (the Amendment) to effectuate a reverse stock split (the
Stock Split) of its issued and outstanding shares of common stock
on a 1-for-20 basis and to reduce the number of its authorized
shares of common stock from 600,000,000 shares of common stock to
50,000,000 shares of common stock and the number of its
authorized shares of preferred stock from 100,000,000 shares of
preferred stock to 5,000,000 shares of preferred stock, of which
161,135 shares are designated as Series A convertible preferred
stock. The Stock Split became effective on June 7, 2017 (the
Effective Date). As of that date, every 20 shares of issued and
outstanding common stock were converted into one share of common
stock. No fractional shares will be issued in connection with the
Stock Split. Instead, a holder of record of old common stock on
the Effective Date who would otherwise be entitled to a fraction
of a share will, in lieu thereof, be entitled to receive an
amount equal to the fair value thereof, as determined in good
faith by the Companys board of directors.
outstanding immediately prior to the Stock Split have been
proportionately adjusted for the Stock Split by dividing the
number of shares of common stock into which the options, warrants
and convertible securities are exercisable or convertible by 20
and multiplying the exercise or conversion price thereof by 20.
will trade on the OTCQX Marketplace under the symbol YGYI, with a
D added for 20 trading days to signify that the Stock Split has
occurred.
be complete and is qualified in its entirety by reference to the
full text of the Amendment which is filed as Exhibit 3.1 to this
Current Report on Form8-K and incorporated herein by reference.
effectiveness of the Reverse Split discussed under Item 5.03 of
this report. The press release is attached hereto as Exhibit
99.1.
Report on Form 8-K.
3.1
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Certificate of Amendment to the Certificate of
Incorporation of Youngevity International, Inc., dated June 5, 2017 |
99.1
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Press Release dated June 6, 2017
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About YOUNGEVITY INTERNATIONAL, INC. (OTCMKTS:YGYI)
Youngevity International, Inc. is an e-commerce company. The Company operates through two segments: the direct selling segment where products are offered through a global distribution network of customers and distributors, and the commercial coffee segment where products are sold directly to businesses. The Company offers over 2,500 products to support a healthy lifestyle. All of these products, which are sold through its direct selling network, are categorized into over 11 sub-product lines. In the direct selling segment, the Company sells health and wellness, beauty product and skin care, scrap booking and story booking items, and packaged food products on a global basis, and offers a range of products through an international direct selling network. The Company is engaged in the commercial sale of coffee through its subsidiary CLR Roasters, LLC (CLR) and its subsidiary. Its brands include Cafe La Rica, Javalution Daily Grind, Javalution Royal Roast, SOZO Global and Integris.