Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On January 27, 2021, the Company filed a Certificate of Amendment to the
Certificate of Designation for its Series A Convertible Preferred Stock (the
"Certificate of Amendment") with the Secretary of State of the State of Nevada
that adjusted the conversion price from $18.90 per share to $1.50 per share and
removed the redemption upon change of control.
The foregoing description of the Certificate of Amendment is qualified in its
entirety by reference to the full text of the Certificate of Amendment, a copy
of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is
incorporated herein by reference.
Item 8.01 Other Events
On January 27, 2021, the Company received notice from the holder of the Series A
Preferred Stock that it was increasing the Maximum Percentage (as such term is
defined in the Certificate of Designation for the Series A Convertible Preferred
Stock) from 4.99% to 9.99%, such increase to be effective 61 days from the date
hereof. As of the date of this Current Report on Form 8-K, the Company has
60,299,822 shares of common stock outstanding.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are filed with this Current Report on Form 8-K.
Exhibit
Number Description
3.1 Certificate of Amendment to the Certificate of Designation for the
Series A Convertible Preferred Stock
© Edgar Online, source Glimpses