Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The shareholders of the Company voted on the proposal listed below at a Special Meeting of Shareholders held on
Proposal 1 - Common Share Consolidation
The Company's shareholders voted to authorize the Board of Directors to use its discretionary authority to effect a share consolidation, of not less than five-for-one and not more than seven-for-one common share, no par value, of the Company (each, a "Common Share") and to file the Articles of Amendment giving effect to such common share consolidation at the selected ratio. The Common Share Consolidation was approved as follows:
Votes for: 47,561,058 Votes against: 10,673,839 Item 8.01 Other Events.
Prior to and conditional on the shareholder vote in connection with the Common Share Consolidation, on
As a result of the Common Share Consolidation, holders of certificates representing "old" Common Shares prior to the Effective Date have the right to receive, upon surrender of those certificates, "new" Common Shares at the ratio of one "new" Common Share for every seven "old" Common Shares. No fractional shares will be issued in connection with the Common Share Consolidation. Instead, holders of "old" Common Shares who otherwise would have received fractional shares will receive the number of "new" Common Shares rounded to the nearest whole number of "new" Common Shares.
Existing shareholders holding Common Share certificates will receive a Letter of Transmittal from the Company's transfer agent with specific instructions regarding the exchange of shares. Proportionate adjustments will be made to the Company's outstanding convertible debentures, stock options and restricted share units.
Item9.01 Financial Statements and Exhibits.
Exhibit No. Description 3.1 Amendment to Articles of Incorporation 99.1