TetriDyn Solutions, Inc. (OTCMKTS:TDYS) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03 of the Report in its entirety to reflect a filing by
the Registrant on December 15, 2016 of a Certificate of
Correction (the Certificate of Correction) to the Certificate of
Change to effect a proportionate decrease in the Registrants
authorized shares of common stock in connection with the Stock
Split and set the effective date for the Stock Split to December
31, 2016, and (ii) Item 9.01 of the Report in its entirety to add
the Certificate of Correction as Exhibit 3.2 to the Report.
No other changes were made to the Report and this Form 8-K/A
should be read in connection with the Report. Accordingly, except
as specifically noted above, this Form 8-K/A does not reflect
events occurring after the filing of the Report. Unless filed
herewith, references to the exhibits in this Form 8-K/A are
references to the exhibits filed with the Report.
Item 5.03Amendments to Articles of Incorporation or
Bylaws; Change in Fiscal Year.
On December 5, 2016, the Board of Directors of the Company
approved an action to effectuate a reverse stock split of the
issued and outstanding shares of common stock of the Company on a
1-for-250 basis (the Stock Split). The Stock Split was effected
by the Company filing a Certificate of Change to Nevada Revised
Statutes Section 78.209 (the Certificate of Change) with the
Secretary of State of the State of Nevada on December 6, 2016,
and a Certificate of Correction (the Certificate of Correction)
to the Certificate of Change with the Secretary of State of the
State of Nevada on December 15, 2016. The Certificate of
Correction was filed in order to provide for an effective date of
the Certificate of Change and provide for a proportionate
decrease in the Companys authorized shares of common stock in
connection with the Stock Split.
The Stock Split becomes effective at 12:01 am on December 31,
2016 and therefore becomes effective with FINRA (the Financial
Industry Regulatory Authority) and in the marketplace at the open
of business on Tuesday, January 3, 2017 (the Effective Date),
whereupon the shares of common stock will begin trading on a
split-adjusted basis. The Company has also requested a new ticker
symbol in connection with the purchase of the Assets and the
Companys new business direction.
The Company is currently authorized to issue 100,000,000 shares
of common stock. As a result of the Stock Split, the Company will
be authorized to issue 400,000 shares of common stock. As of
December 6, 2016, there were 60,404,140 shares of common stock
outstanding. As a result of the Stock Split, there will be
approximately 241,617 shares of common stock outstanding (subject
to adjustment due to the effect of rounding fractional shares
into whole shares). The Stock Split will not have any effect on
the stated par value of the common stock.
Immediately after the Stock Split, each stockholders percentage
ownership interest in the Company and proportional voting power
will remain virtually unchanged except for minor changes and
adjustments that will result from rounding fractional shares into
whole shares. The rights and privileges of the holders of shares
of common stock will be substantially unaffected by the Stock
Split.
The foregoing descriptions of the Certificate of Change and
Certificate of Correction are qualified in their entirety by the
text of the Certificate of Change, a copy of which is attached as
Exhibit 3.1 to this Current Report on Form 8-K and is
incorporated herein by reference, and the Certificate of
Correction, a copy of which is attached as Exhibit 3.2 to this
Current Report on Form 8-K and is incorporated herein by
reference.
Item 9.01Financial Statements and Exhibits.
(d)Exhibits
| 3.1 |
Certificate of Change to NRS 78.209 of TetriDyn Solutions, Inc., filed with the Nevada Secretary of State on December 6, 2016. |
| 3.2 |
Certificate of Correction of TetriDyn Solutions, Inc., filed with the Nevada Secretary of State on December 15, 2016. |
| 10.1 |
Asset Purchase Agreement, dated December 8, 2016, by and between TetriDyn Solutions, Inc. and JPF Venture Group, Inc. |
About TetriDyn Solutions, Inc. (OTCMKTS:TDYS)
TetriDyn Solutions, Inc. provides business information technology (IT) solutions. The Company optimizes business and IT processes by using systems engineering methodologies, strategic planning and system integration to develop radio-frequency identification (RFID) products to address location tracking issues in the healthcare industry, including issues surrounding patient care, and optimization of business processes for healthcare providers. The Company develops applications for its integrated system of RFID and software solutions for tracking, management and diagnostic systems. The Company’s product line includes Silver Key Solution and ChargeCatcher Revenue Recovery Services. The Company’s Silver Key Solution is its healthcare RFID solution that includes automatic patient fall detection, motion detection, identification of location within a facility, and proximity of facility employee to facility resident. ChargeCatcher targets revenue recovery in hospital environments. TetriDyn Solutions, Inc. (OTCMKTS:TDYS) Recent Trading Information
TetriDyn Solutions, Inc. (OTCMKTS:TDYS) closed its last trading session 00.0000 at 0.0280 with 1,000 shares trading hands.