MAGELLAN GOLD CORPORATION (OTCMKTS:MAGE) Files An 8-K Regulation FD Disclosure
Item 7.01.
On January 3, 2019, the Financial Industry Regulatory Authority (“FINRA”) informed Magellan Gold Corporation, a Nevada corporation (the “Company”) that a 1-for-50 reverse split of the Company’s common stock, previously disclosed in the Company’s Definitive Information Statement on Schedule 14C filed with the Securities and Exchange Commission (the “SEC”) on September 22, 2017, would be effective at the market open on January 7, 2019.
Effective October 19, 2017, a majority of the Company’s stockholders approved by majority written consent a proposal authorizing the Company’s board of directors (the “Board”), in its discretion, to effect a reverse split of the Company’s outstanding shares of common stock at a ratio of up to 1-for-50. On November 26, 2018, the Board approved the reverse stock split at a 1-for-50 split ratio, and authorized management to file the documents necessary to effect the reverse split with FINRA. On January 3, 2019, FINRA informed the Company that the reverse split would be effective at the market open on January 7, 2019.
The Company’s ticker symbol will remain unchanged; however, a “D” will be appended to the existing MAGE ticker symbol (MAGED) for a period of 20 business days following the effective date to signify that the reverse split has taken place. In addition, the Company’s common stock has been assigned a new CUSIP number (559078 209).
As a result of the reverse stock split, every 50 shares of the Company’s pre-reverse split common stock will be converted automatically into one share of common stock. No cash or fractional shares will be issued in connection with the reverse split, and instead the Company will round up to the next whole share in lieu of issuing factional shares that would have been issued in the reverse split. The number of authorized shares of the Company’s common stock, the par value of the Company’s common stock, and rights of the Company’s common stockholders will not be affected by the reverse split. Proportional adjustments will be made to shares of the Company’s common stock issuable upon exercise or conversion of the Company’s outstanding warrants and stock options in accordance with their terms.
On January 4, 2019, the Company issued a press release announcing that trading in its common stock on the OTCQB Marketplace on a split-adjusted basis would begin on the morning of January 7, 2019. This press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
| Item | Title |
| 99.1 | Press Release |
MAGELLAN GOLD Corp Exhibit
EX-99.1 2 magellan_8k-ex9901.htm PRESS RELEASE Exhibit 99.1 Magellan Gold Corporation Announces Completion of Reverse Split of its Common Stock FOR IMMEDIATE RELEASE January 4,…
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