Item 3.03. Material Modification to Rights of Security Holders.
See Item 5.03 of this report which is incorporated into this Item 3.03 by this
reference.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On September 14, 2022 we filed a Form 8-K with the Securities and Exchange
Commission which, amongst other things, detailed actions we took to move forward
with effecting a reverse stock split.
On September 13, 2022, the Company filed a Certificate of Change (the
"Certificate") with the Nevada Secretary of State to effect a Reverse Stock
Split (the "Stock Split"), whereas every 200 shares of the Company's issued and
outstanding Common Stock will be automatically converted into one issued and
outstanding share of Common Stock, without any change in the par value per
share. The effective date of the Certificate of Change is September 21, 2022.
Fractional shares as a result of the Stock Split will be rounded up to the
nearest whole number. The Stock Split will affect all shares of the Company's
common stock outstanding immediately prior to the effective time of the Stock
Split. The Authorized Shares prior and following the Stock Split will remain the
same at 4,800,000,000 shares of common stock, par value $0.0001 per share.
The effective date listed on the Certificate of September 21, 2022 differs from
the Market Effective Date of the Reverse Stock Split, which was on September 28,
2022. The FINRA Daily List Announcement Date was on September 27, 2022.
The FINRA corporate action to effect the Reverse Stock Split is now completed.
Our new CUSIP number for our shares of Common Stock is 26140D206.
Immediately prior to the Reverse Stock Split, we had 2,622,968,890 shares of
Common Stock issued and outstanding. Immediately following the Market Effective
Date of the Reverse Stock Split, we have 13,114,872 shares of Common Stock
issued and outstanding.
Since we conducted a Reverse Stock Split, a "D" will be placed on our ticker
symbol for 20 business days. After 20 business days, the symbol will then change
back to DRFS.
If for any reason a stockholder seeks to contact the Company's transfer agent,
their contact is as follows:
Olde Monmouth Stock Transfer Co., Inc.
200 Memorial Parkway
Atlantic Highlands, NJ 07716
Phone (732) 872-2727
Fax (732) 872-2728
-2-
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses