Footlocker news was good but the last paragraph in the filing was interesting [re: ADVNT????]
AMENDMENT TO THE CERTIFICATE OF INCORPORATION TO INCREASE THE AUTHORIZED SHARES
The consenting stockholders have also adopted and approved an amendment to increase the number of the Company's authorized shares of Common Stock from Four Hundred Eighty Million (480,000,000) to Twenty Billion (20,000,000,000) shares (the "Authorized Share Amendment"). The Common Stock shall have no par value.
The Authorized Share Amendment will be implemented by filing a Certificate of Amendment with the Secretary of State of the State of California. The text of the Authorized Share Amendment is attached to this Information Statement as EXHIBIT A to the resolutions approving the authorized share increase, which are attached to this Information Statement as EXHIBIT 1. Under Federal Securities laws, the Company cannot file the Certificate of Amendment until at least 20 days after the mailing of this Information Statement.
As of the record date, the authorized number of shares of the Company's Common Stock is 480,000,000, of which 422,564,849 shares are issued and outstanding. We believe that additional authorized shares are needed to provide the Company adequate flexibility to engage in future capital raising transactions, acquisitions or other transactions which might require the issuance of Common Stock. The future issuance of additional shares of Common Stock on other than a pro rata basis to existing stockholders will dilute the ownership of the current stockholders, as well as their proportionate voting rights.
We have no current plans to issue any of the additional authorized but unissued shares of Common Stock that will become available as a result of the filing of the Authorized Share Amendment.
Although this action is not intended to have any anti-takeover effect and is not part of any series of anti-takeover measures contained in any debt instruments or the Articles of Incorporation or the Bylaws of the Company in effect on the date of this Information Statement, the Company's stockholders should note that the availability of additional authorized and unissued shares of Common Stock could make any attempt to gain control of the Company or the Board more difficult or time consuming and that the availability of additional authorized and unissued shares might make it more difficult to remove management. Although the Board currently has no intention of doing so, shares of Common Stock could be issued by the Board to dilute the percentage of Common Stock owned by a significant stockholder and increase the number of voting shares necessary to acquire control of the Board or to meet the voting requirements imposed by California law with respect to a merger or other business combination involving the Company.
AI
