Transportation and Logistics Systems Inc (TLSS)

[bigguydan]

HENRY - WHY do you think we NEED that?
Do you think it would be a good thing or BAD THING?

On July 20, 2020, the Company entered an Exchange Agreement (the “Cavalry Exchange Agreement”) with one of the Investors, Cavalry Fund I, LP, (“Cavalry”) to exchange outstanding Notes and Warrants for a newly created series of preferred stock designated the Series D Convertible Preferred Stock (the “Series D”). Pursuant to the Cavalry Exchange Agreement, Cavalry exchanged Notes with an aggregate remaining principal amount outstanding of $559,846.31 and Warrants to purchase 228,713,916 shares of Common Stock for 301,457 shares of Series D (the “Exchange”).

To enable the Company to meet certain commitments made to stockholders, convertible note holders and warrant holders in conjunction with capital raising efforts in the summer and fall of 2019 and during the first quarter of 2020 to issue, or keep available for issuance, additional shares of its common stock, the Company’s Board of Directors (the “Board”) unanimously adopted a resolution seeking stockholder approval to authorize the Board of Directors to amend the Amended and Restated Articles of Incorporation to increase the number of authorized shares of common stock from 500,000,000 shares to 4,000,000,000 shares (the “Authorized Share Increase Amendment”). Shareholder approval for the Authorized Share Increase Amendment was obtained on June 26, 2020 from stockholders that held at least 51% of the voting power of the stock of the Company entitled to vote thereon, as of the record date of June 26, 2020. These consents constituted a sufficient number of votes to approve the Authorized Share Increase Amendment under the Company’s Amended and Restated Articles of Incorporation, bylaws and Nevada law.