Reverse Splits

[sludgehound]

WEST R/S ahead 1:50 proxy A/S up 2.5B

http://ih.advfn.com/p.php?pid=nmona&article=66493035

Proxy Statement - Notice of Shareholders Meeting (preliminary) (pre 14a)

Date : 04/20/2015 @ 4:34PM
Source : Edgar (US Regulatory)
Stock : Andalay Solar, Inc. (QB) (WEST)
Quote : 0.0075 -0.0012 (-13.79%) @ 12:25PM

Proxy Statement - Notice of Shareholders Meeting (preliminary) (pre 14a)

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C 20549

SCHEDULE 14A

(Rule 14a-101)



Proxy Statement Pursuant To Section 14(a) of the Securities

Exchange Act of 1934 (Amendment No. __)



Filed by the Registrant: x

Filed by a Party other than the Registrant: o



Check the appropriate box:





x

Preliminary Proxy Statement


?

Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2))






?

Definitive Proxy Statement


?

Definitive Additional Materials






?

Soliciting Material Pursuant to §240.14a-12




ANDALAY SOLAR, INC.

(Name of Registrant as Specified in Its Charter)



Payment of Filing Fee (Check the appropriate box):





x

No fee required






?

Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.






(1)

Title of each class of securities to which transaction applies:






(2)

Aggregate number of securities to which transaction applies:






(3)

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):






(4)

Proposed maximum aggregate value of transaction:






(5)

Total fee paid:






?

Fee paid previously with preliminary materials:






?

Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.






(1)

Amount Previously Paid:






(2)

Form, Schedule or Registration Statement No.:






(3)

Filing Party:






(4)

Date Filed:
















Table of Contents



Andalay Solar Inc. phone: [phone] FREE fax: [phone] www.andalaysolar.com

Corporate Headquarters: 48900 Milmont Drive, Fremont, CA 94538



Andalay Solar Logo



NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

June 9, 2015

9:30 a.m. (Pacific Daylight Time)



To the Stockholders of Andalay Solar, Inc:



Notice is hereby given that the Annual Meeting of Stockholders of Andalay Solar, Inc. (the “Company” or “Andalay Solar”), a Delaware corporation, will be held at our principal corporate offices, which after May 1, 2015 will be located at 48900 Milmont Drive, Fremont, CA 94538 on June 9, 2015, at 9:30 a.m. (Pacific Daylight Time) for the following purposes:





1.

To elect four (4) directors to the Board of Directors to a one year term;




2.

To approve an amendment to our Certificate of Incorporation to increase the number of authorized shares of Common Stock of the Company from 500,000,000 to 2,500,000,000;




3.

To approve an amendment to our Certificate of Incorporation to effect a reverse stock split of our Common Stock (“Reverse Stock Split”) on a 1 for 50 ratio. The Board of Directors may, at its sole discretion, elect not to implement any Reverse Stock Split, even if approved by the stockholders;




4.

To approve the Sixth Modification to the 2006 Incentive Stock Plan (the “Stock Plan”), which will extend the term of the Stock Plan from its current 2016 termination date to 2021; we refer to this proposal and proposal No.5 as the “Sixth Modification to the 2006 Incentive Stock Plan;”




5.

To approve the Sixth Modification to the Stock Plan, which will increase the total number of shares of stock that Andalay Solar, Inc. will have the authority to issue from 50 million to 250 million resulting in a net increase in reserved shares for the Company’s employee stock plans of 200 million;




6.

To ratify the appointment of Burr Pilger Mayer, Inc. as the Company's independent registered public accounting firm for the year ending December 31, 2015;




7.

To approve any adjournments of the meeting to another time or place, if necessary in the judgment of the proxy holders, for the purpose of soliciting additional proxies in favor of any of the foregoing proposals; and




8.

To consider and act upon such other business as may properly come before the Annual Meeting or any adjournment(s) or postponement(s) thereof.




Our Board of Directors recommends a vote FOR the nominees for director under Item 1 and FOR Items 2, 3, 4, 5, 6 and 7. Stockholders of record at the close of business on April 21, 2015 are entitled to notice of, and to vote at, this meeting and any adjournment or postponement. For ten days prior to the meeting, a complete list of stockholders entitled to vote at the meeting will be available for examination by any stockholder, for any purpose relating to the meeting, during ordinary business hours at our principal corporate offices described above.



Whether or not you plan to attend the Annual Meeting, please mark, sign, date and promptly return the accompanying Proxy. You may revoke your Proxy at any time before it is voted.



Stockholders are cordially invited to attend the meeting in person. Please indicate on the enclosed Proxy whether you plan to attend the meeting. Stockholders may vote in person if they attend the meeting even though they have executed and returned a Proxy.




By Order of the Board of Directors,



Steven Chan


Chief Executive Officer, President, and Interim Chief Financial Officer




Dated: April 22, 2015

[e-ore]

NPHC - Splitting 1 for 40

http://archive.fast-edgar.com//20150421/A9Z2P22CZ22UN2U222282CZ2AMMK5Z2H5272/

[sludgehound]

GEVO R/S 1-15 Tuesday Nasdaq

Gevo, Inc.
1 hour ago

GlobeNewswire

ENGLEWOOD, Colo., April 20, 2015 (GLOBE NEWSWIRE) -- Gevo, Inc. (GEVO) announced today that it will effect a 1-for-15 reverse stock split previously approved by the Company's stockholders at a special meeting held on April 13, 2015. The 1-for-15 reverse stock split will be effective as of the close of business on April 20, 2015 and the Company's common stock will begin trading on a split-adjusted basis on Tuesday, April 21, 2015.

The reverse stock split will reduce the number of shares of the Company's common stock currently outstanding from approximately 146.3 million shares to approximately 9.8 million shares. Proportional adjustments will be made to the conversion and exercise prices of the Company's outstanding warrants, convertible notes and stock options, and to the number of shares issued and issuable under the Company's equity compensation plans. The number of authorized shares of the Company's common stock will remain 250 million shares.

The reverse stock split is intended to increase the market price per share of the Company's common stock to allow the Company to maintain the listing of its common stock on The NASDAQ Capital Market. The Company's common stock will continue to trade on The NASDAQ Capital Market under the symbol "GEVO." The new CUSIP number for the common stock following the reverse stock split will be 374396208.

Information for Stockholders

Upon the effectiveness of the reverse stock split, each fifteen shares of the Company's issued and outstanding common stock will be automatically combined and converted into one issued and outstanding share of common stock, par value $0.01 per share. The Company will not issue any fractional shares in connection with the reverse stock split. Instead, fractional share interests will be rounded up to the next largest whole number. The reverse stock split will not modify the rights or preferences of the common stock.

The Company's transfer agent, American Stock Transfer & Trust Company, LLC, will act as its exchange agent for the reverse stock split. American Stock Transfer & Trust Company, LLC will provide stockholders of record holding certificates representing pre-split shares of the Company's common stock as of the effective date a letter of transmittal providing instructions for the exchange of shares. Registered stockholders holding pre-split shares of the Company's common stock electronically in book-entry form are not required to take any action to receive post-split shares. Stockholders owning shares via a broker or other nominee will have their positions automatically adjusted to reflect the reverse stock split, subject to brokers' particular processes, and will not be required to take any action in connect with the reverse stock split. American Stock Transfer & Trust Company, LLC can be reached at [phone] or [phone].

Additional information about the reverse stock split can be found in the Company's definitive proxy statement filed with the Securities and Exchange Commission on March 6, 2015, a copy of which is available at www.sec.gov or at www.gevo.com under the SEC Filings tab located on the Investors page.

[$tockJunkie]

RGMI doing 1-150 RS per OTC Markets News Release

http://www.otcmarkets.com/stock/RGMI/news/RG-AMERICA--INC--27781-Railroad-Avenue--La-Junta--CO-81050--SUPPLEMENTAL-INFORMATION--Item-8-01-%E2%80%93-Other-Information---Name-change-to-Sprout-Tiny-Homes--Inc--Redomestication-to-Colorado--and-1-for-150?id=102355

[cintrix]

4/20/2015 MDCN 1:10 r/s Medican Enterprises Inc .Common Stock

[cintrix]

04/17/2015 ASCC 1:100 r/s Aristocrat Group Corp Common Stock

[cintrix]

04/16/2015 JRRD 1:5000 r/s Journal of Radiology, Inc. Common

[cintrix]

04/16/2015 AJAC 1:1000 r/s Aja Cannafacturing, Inc.

[cintrix]

04/15/2015 CTEI 1:6 r/s Cemtrex Inc.

[sludgehound]

RCPI Rock Creek Pharma today 1 for 25 Nasdaq

Think is smallish OS now.

Capital Change=4-5-93 shs decreased by 1 for 10 reverse split
•Capital Change=shs decreased by 1 for 25 split. Ex-date=04/14/2015.

[cintrix]

04/14/2015 SMAK 1:3 r/s Smack Sportswear Common Stock

[cintrix]

04/13/2015 SOUG 1:2 r/s Sou 300 Group Hldg., Co. Common

[cintrix]

04/13/2015 NMNB 1:4 r/s New Millennium Bank (New Brunswick, NJ) Common Stock

[cintrix]

4/10/2015 AMAZ 1:40 r/s AMAZING ENERGY OIL & GAS CO Common Stock

[sludgehound]

NSPH Nanosphere 1:20 for 4/9/15 am

Nanosphere Inc has announced a 1:20 split, effective 4/9/15

Could be was out @Noon on 4/7/15 said effective 5pm ET. Don't know.

Showed up at 6pm ET. Last 0.2408 -.0005 Nasdaq

[Realityhurts]

MLCG 1:4000 ML Capital Group Inc Common Stock

[cintrix]

04/09/2015 EXSL 1:10 r/s Excelsis Investments Inc. Common Stock

[cintrix]

04/09/2015 NTYN 1:1600 r/s
New Taohuayuan Culture Tourism Company Ltd. Common

[sludgehound]

AEMD to do 1-50 to get Nasdaq? 0.195 now

07:14 AM EDT, 04/08/2015 (MT Newswires) -- Aethlon Medical (AEMD), which is developing targeted therapeutic devices to address infectious diseases and cancer, said it will implement a 1-for-50 reverse stock split in preparation for a possible Nasdaq listing.
The split is subject to approval by the Financial Industry Regulatory Authority (FINRA), which is expected on April 10, 2015. The reverse split will reduce the number of shares of the Company's common stock outstanding from approximately 323 million to approximately 6.7 million.
Directors approved the stock split in part to support the Nasdaq Capital Market listing application. At present, the company does not meet all of the initial listing requirements for the exchange and cannot be assured the application will be approved.
The stock closed on the OTC markets at $0.25 on Tuesday.
Price: 0.25, Change: , Percent Change:

[e-ore]

IOSA - Splitting 1 for 200 as part of merger agreement

http://archive.fast-edgar.com//20150407/AEACN22CZ225O2F2222Q2CZ27IOOZZ224272/

[cintrix]

4/08/2015 NVIV 1:4 r/s InVivo Therapeutics Holdings Corp Common Stock

[cintrix]

04/08/2015 ROBK 1:10 r/s Rotate Black Inc. Common Stock

[cintrix]

04/08/2015 POSC 1:400 r/s Positron Corp Common Stock

[cintrix]

04/06/2015 PCROF 1:10 r/sPacific Iron Ore Corp. Ordinary Shares (Canada)

[cintrix]

04/06/2015 ERNI 1:100 r/s Rewards Nexus, Inc Common Stock

[cintrix]

04/06/2015TREN 1:1000 r/s Torrent Energy Corporation

[cintrix]

04/06/2015 FLST 1:2000 r/s FuelStream, Inc. Common Stock

[MAX NORTON]

PLKD filed 1 for 500


Dear Pleasant Kids, Inc., Stockholders:



NOTICE IS HEREBY GIVEN THAT on March 25, 2015, the Board of Directors of Pleasant Kids, Inc., a Florida corporation (hereinafter the “Company,” “we,” “our”), approved the following action:



To authorize a 1 for 500 reverse split of the Company’s outstanding shares of common stock.

[cintrix]

04/01/2015 RMLX 1:60 r/s Roomlinx, Inc. Common Stock

[cintrix]

03/31/2015 NAEY 1:23 r/s North American Energy Resources, Inc. (Nevada) Common Stock

[cintrix]

03/31/2015 GLSO 1:10 r/s Glassesoff Inc. Common Stock

[sludgehound]

SSN R/S 1:10 3/29 open today

DENVER & PERTH, Australia --(BUSINESS WIRE)-- As previously announced by Samson Oil & Gas Limited (NYSE MKT: SSN) on March 19 th, a change in the number of its ordinary shares represented by American Depositary Shares, from 20 ordinary shares per ADS to 200 ordinary shares per ADS, will be effective prior to the commencement of trading on the NYSE MKT on Monday, March 30th, 2015 . The change in exchange ratio for the ADSs will have the same effect as a 1-for-10 reverse stock split of the ADSs, reducing the number of outstanding ADSs from 102,900,833 to approximately 10,290,000 ADSs. The ADSs will continue to trade on the NYSE MKT. Samson's ordinary shares, which are not affected by the change, will continue to trade on the ASX.
If this change in ADS to ordinary share ratio had been in place at the close of trading on the NYSE MKT on Friday March 27 th, 2015 the closing ADS share price would have been $1.93 .
Holders of Samson's ordinary shares, which are traded on the Australian Securities Exchange (ASX: SSN), are entirely unaffected by the new exchange ratio for ADSs. Approximately 70% of Samson's outstanding equity is currently represented by ADSs, with the balance held directly as ordinary shares.
Samson's Ordinary Shares are traded on the Australian Securities Exchange under the symbol "SSN". Samson's American Depository Shares (ADSs) are traded on the New York Stock Exchange MKT under the symbol "SSN". Each ADS represents 20 fully paid Ordinary Shares of Samson. Samson has a total of 2,837 million ordinary shares issued and outstanding (including 230 million options exercisable at AUD 3.8 cents ), which would be the equivalent of 141.85 million DSs. Accordingly, based on the NYSE MKT closing price of US$0.19 per ADS on March 27 th, 2015, the Company has a current market capitalization of approximately US$27.9 million (the options have been valued at an exchange rate of 0.7804). Correspondingly, based on the ASX closing price of A$0.012 for ordinary shares and a closing price of A$0.002 for the 2017 options, on March 27 th, 2015, the Company has a current market capitalization of approximately A$34.5 million .
SAMSON OIL & GAS LIMITED
TERRY BARR Managing Director

[cintrix]

03/27/2015 TRYF 1:1000 r/s Trycera Financial, Inc. Common Stock

[e-ore]

AEGA - Filed for a 1 for 400 split at Colorado

It's in history and documents event #25 at their Colorado SOS website page

[BeauBeau]

Thank you.

[cintrix]

Ok, I don't upkeep that list - it is either flaflyersfan or e-ore - I just post the daily reverses.

[BeauBeau]

cintrix, respectfully, Solos Endoscopy (SNDY) should be added to the list!
They've performed 4 Reverse Splits all under the same ownership.

Security Notes
Capital Change=shs decreased by 1 for 5,000 split. Effective date=9-26-05
Capital Change=shs decreased by 1 for 100 split Pay date=01/16/2007.
Capital Change=shs decreased by 1 for 5000 split Pay date=05/29/2008.
Capital Change=shs decreased by 1 for 2000 split. Pay date=11/24/2010.

Also consider VOIS, which is the remnants of MTEK/JEDM which were Brent Fouch's companies. RFMK (on the list) which was, maybe still is, a Brent Fouch company.. AGEL (on the list) which was a Brent Fouch company, and VIBE, which was a Brent Fouch company.. between them all there was close to a dozen cumulative Reverse Splits while those companies were under his control, many in the same time frame in the 2005 to 2011 period. So Sad.

[cintrix]

03/25/2015 OILL 1:800 r/s Cala Energy Corp. Common Stock

[ANACONDA 292]

DROP DEF14A Proxy Vote for 1-100 R/S

[threewheeler]

ASCC 1/100 r/s 3/25/15 Reincorporation from Florida to Nevada that will result in:

§the Company being governed by the laws of the State of Nevada;
§
your right to receive one whole share of common stock of the Nevada Company for each 100 shares of common stock of the Company owned by you as of the record date of the reincorporation with fractional shares rounded up to the next whole share and the number of additional whole shares such that each stockholder will own at least five shares; and

§Adoption of bylaws pursuant to Nevada law. http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=10580716

[cintrix]

03/24/2015 PMCM 1:1000 r/s
Primco Management, Inc. Common Stock

[cintrix]

03/24/2015 ECIG 1:15 r/s Electronic Cigarettes International Group, Ltd. Common

[cintrix]

03/23/2015 AHII 1:100 r/s American Heritage International Inc. Common Stock

[mgland]

NOST 1:50
http://archive.fast-edgar.com//20150319/ANZ2MG2CZ22FBZO2222D2ZZ2R5GBFZ27G272/

[LexTrader]

AHII 1:100 RS http://otce.finra.org/DailyList

[cintrix]

03/20/2015 ECOB 1:20 r/s Eco Building Products, Inc. Common shares

[cintrix]

03/20/2015 LDPP 1:1000 r/s London Pacific & Partners, Inc.

[cintrix]

03/20/2015 GEIG 1:2500 r/s GEI Global Energy Corp. Common Stock

[cintrix]

03/19/2015 BGAT 1:20 r/s Bluegate Corporation Common Stock

[cintrix]

03/18/2015 AKDS 1:30 r/s Arkados Group, Inc. Common Stock