Genius Products Inc. (GNPR)

[fredman]

Interesting...

The Reincorporation Agreement provides that the name of the surviving corporation in the merger, the Nevada Company, will continue to be Genius Products International, Inc. We are proposing to change our name as part of the Reincorporation to more closely align our corporate name with our primary brand - Baby Genius® - and our current business.

Increase in Authorized Common Stock

As part of the Reincorporation, the number of authorized shares of common stock will increase from 100,000,000 shares that are currently available for issuance pursuant to the California Articles to 250,000,000 shares that are reserved for issuance pursuant to the Nevada Articles (the “Authorized Share Increase”). Of the Company’s existing 100,000,000 shares of authorized shares of common stock, 60,448,815 shares were outstanding as of September 2, 2011, and after taking into account shares underlying outstanding stock options, outstanding warrants and the reservation of shares for issuance under our equity-based compensation plans, approximately 23,080,077 of the 100,000,000 shares authorized in the California Articles remain available for issuance.

Source: http://www.sec.gov/Archives/edgar/data/1355848/000101968711003055/pacent_def14c.htm