Our board of directors believes that it is prudent to decrease the authorized number of shares of our common stock from 14,000,000,000 shares to 200,900,000 shares in order to reduce our tax liability while maintaining an adequate reserve of authorized but unissued shares to save time and money in responding to future events requiring the issuance of additional shares of our common stock, such as acquisitions or equity offerings.
The board of directors has adopted an amendment and restatement of our Certificate of Incorporation to decrease the number of authorized shares of our common stock from 14,000,000,000 shares to 200,900,000 shares.
The decrease in the number of authorized shares will have the effect of preventing the Company from issuing or reserving shares of common stock as applicable, in excess of the amounts provided in the proposed amendment to the Company’s Amended and Restated Certificate of Incorporation.
In order to reduce our tax liability, our board of directors has determined that it is in our best interest and that of our stockholders to amend our Certificate of Incorporation to decrease the number of authorized shares of our common stock.
All Authorized but unissued shares of our common stock will be available for issuance from time to time for any proper purpose approved by our board of directors including issuance in connection with stock-based employee benefit plans.
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