WONHE HIGH-TECH INTERNATIONAL, INC. (OTCMKTS:WHHT) 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 |
| Item 3.02 | Unregistered Sale of Equity Securities |
On April 21, 2017 the Registrant filed with the Nevada Secretary
of State a Certificate of Designation designating a series of
100,000 shares of Series A Convertible Preferred Stock. The
rights and limitations of a holder of shares of Series A
Convertible Preferred Stock (the Preferred Shares) are as
follows:
| a. |
The holder may convert each Preferred Share into 200 shares of the Company’s common stock, but must convert all Preferred Shares at one time (including all Preferred Shares held by affiliates of the holder). |
| b. |
The holder of Preferred Shares will have voting rights on an as-converted basis. |
| c. |
The holder of Preferred Shares will receive dividends, if any are declared, on an as converted basis. |
| d. |
If the Company is liquidated, the holder of Preferred Shares will receive a preferred liquidation distribution of $0.001 per Preferred Share, then will participate in the liquidation on an as converted basis. |
| e. |
When there are sufficient shares of common stock authorized to permit conversion of all outstanding Preferred Shares, the Company may redeem the Preferred Shares for a payment of $0.001 per Preferred Share by giving 30 days prior notice of redemption, during which period the holder of Preferred Shares may convert the Preferred Shares into common stock. |
On April 24, 2017 the Registrant sold a total of 100,000 shares
of Series A Preferred Stock to Beijing Yi Yu Culture Media Co.,
Ltd., an unaffiliated entity. The purchase price for the shares
was US$20.00 per share, or a total of US$2,000,000.
The shares were sold to an investor that is an accredited
investor and was purchasing for its own account. The offering,
therefore, was exempt from registration under the Securities Act
of 1933 to Section 4(2) and Section 4(5) of the Securities Act.
The offering was also sold in compliance with the exemption from
registration provided by Regulation S, as the purchaser is a
resident of the Peoples Republic of China.
| Item9.01 | Financial Statements and Exhibits |
Exhibits
| 3-a | Certificate of Designation of Series A Preferred Stock. |
About WONHE HIGH-TECH INTERNATIONAL, INC. (OTCMKTS:WHHT)
Wonhe High-Tech International, Inc. is a holding company. The Company’s business operations are conducted in the People’s Republic of China (PRC) through its subsidiary, Shenzhen Wonhe Technology Co., Ltd. (Shenzhen Wonhe). Shenzhen Wonhe specializes in research and development and the marketing of business and personal information technology products that provide third party application services. It is focused on development of a home media center, the HMC720. HMC720 is a data storage, management and control center for household equipment, and a central processing center, which uses remote wireless technology to allow a user to control various devices while at home or remotely when away from home. HMC720 provides a software platform that has the functional characteristics of both a family security device and a direct television receiver, with the ability to access television and video on demand. It also offers Smart Routers, which include YLT-100S Wifi Router and YLT-300S Wifi Router. WONHE HIGH-TECH INTERNATIONAL, INC. (OTCMKTS:WHHT) Recent Trading Information
WONHE HIGH-TECH INTERNATIONAL, INC. (OTCMKTS:WHHT) closed its last trading session 00.000 at 0.140 with 5,000 shares trading hands.