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EX-3.1 - CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF YOUNGEVITY INTER - Youngevity International, Inc. | ex3-1.htm |
8-K - FORM 8-K - Youngevity International, Inc. | ygyi8k_june52017.htm |
Exhibit
99.1
Youngevity International Announces
Reverse Stock Split in Preparation for Proposed Up-Listing of its
Common Stock to the NASDAQ Capital Market
SAN
DIEGO, CA--(June 6, 2017) - Youngevity
International, Inc. (OTCQX: YGYI), a
leading omni-direct lifestyle company, today announced that the
Company has filed a Certificate of Amendment to its Certificate of
Incorporation to implement a 1 for 20 reverse
stock split of the Company's authorized, issued, and outstanding
common stock in preparation for its proposed listing of its common
stock on the NASDAQ Capital Market. The reverse split was
approved by the Company’s stockholders on February 23, 2017,
followed by a unanimous vote by the Board of
Directors.
The reverse stock split will become effective with the Financial
Industry Regulatory Industry (FINRA), and in the marketplace on
June 7,
2017 whereupon
the shares will begin trading on a split adjusted basis
under the symbol “YGYID”, with a “D” to be
added for 20 trading days to signify that the reverse split has
occurred. After that time, the Company’s ticker symbol will
once again be “YGYI.” Youngevity’s transfer
agent, Fidelity Transfer, will act as exchange agent for the
reverse split. Youngevity stockholders will receive forms and
notices to exchange their existing shares for new shares from the
exchange agent or their brokers. The NASDAQ listing, if approved,
is expected to facilitate greater liquidity in the stock as well as
enable broader market access to the investment community as many
participants have been unable to purchase stock listed on the
OTCQX, where Youngevity is currently listed. The Company believes it
will meet the requirements for listing the Company's common stock
on the NASDAQ Capital Market; however, before any listing of
the common stock on the NASDAQ Capital Market could occur, NASDAQ
will need to approve the Company’s application for listing
after the reverse stock split is completed. There can be no
assurance that the Company’s application will be
approved.
“Over
the years our philosophy was to build the business of Youngevity
and the value built would be reflected by our share price,”
stated Steve Wallach Co-Founder and Chief Executive Officer of
Youngevity. “The NASDAQ uplisting is expected to advance that
opportunity by positioning Youngevity with a much wider spectrum of
investors. Potential investors who were unable to consider
participation in an investment in Youngevity will now have the
opportunity to do so. We strongly believe that up-listing to the
NASDAQ truly creates an opportunity that up until now has not been
available for many.”
“It
has always been our vision to list Youngevity on a major
exchange,” stated Dave Briskie, President and CFO of
Youngevity. “We are extremely gratified to execute this
reverse split in anticipation of an exciting transition to the
NASDAQ Capital Markets Exchange. We believe that listing on the
NASDAQ is pivotal for attracting a larger and more diverse
shareholder base going forward. At this time we would also like to
express our gratitude to current shareholders who have exhibited
loyalty and patience as Youngevity has undertaken this
process".
The
Company will file a Current Report on Form 8-K with the Securities
and Exchange Commission that will provide additional details
regarding these matters. Readers are encouraged to review such
Current Report on Form 8-K and the exhibits thereto in their
entirety.
To learn more about Youngevity please visit
www.youngevity.com.
About Youngevity International, Inc.
Youngevity International, Inc. (OTCQX: YGYI), is a leading
omni-direct lifestyle company - offering a hybrid of the direct
selling business model, that also offers e-commerce and the power
of social selling. Assembling a virtual Main Street of products and
services under one corporate entity, Youngevity offers products
from the six top selling retail categories: health/nutrition,
home/family, food/beverage (including coffee), spa/beauty,
apparel/jewelry, as well as innovative services. The Company was
formed in the course of the summer 2011 merger of Youngevity
Essential Life Sciences with Javalution® Coffee Company (now
part of the company's food and beverage division). The resulting
company became Youngevity International, Inc. in July 2013.
For
investor information, please visit
YGYI.com. Be
sure to like us on
Facebook and
follow us on
Twitter.
This
release contains forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. In some cases
forward-looking statements can be identified by terminology such as
"may," "should," "potential," "continue," "expects," "anticipates,"
"intends," "plans," "believes," "estimates," and similar
expressions, and includes statements regarding the expected NASDAQ
uplisting and the benefits expected to be derived from the NASDAQ
listing, including the potential to attract new investors . These
forward-looking statements are based on management's expectations
and assumptions as of the date of this press release and are
subject to a number of risks and uncertainties, many of which are
difficult to predict that could cause actual results to differ
materially from current expectations and assumptions from those set
forth or implied by any forward-looking statements. Important
factors that could cause actual results to differ materially from
current expectations include, among others, our ability to comply
with all of the NASDAQ requirements for uplisting, including the
minimum bid price requirement, and our ability to continue to
maintain compliance with the NASDAQ requirements, the acceptance of
the omni-direct approach by our customers, our ability to expand
our distribution, our ability to add additional products (whether
developed internally or through acquisitions), our ability to
continue our financial performance, and the other factors discussed
in our Annual Report on Form 10-K for the year ended December 31,
2016 and our subsequent filings with the SEC, including subsequent
periodic reports on Forms 10-Q and 8-K. The information in this
release is provided only as of the date of this release, and we
undertake no obligation to update any forward-looking statements
contained in this release on account of new information, future
events, or otherwise, except as required by law.
Investor Contact:
Chuck Harbey
PCG Advisory Group charbey@pcgadvisory.com
646.863.7997
Media Contact:
Bobbie Wasserman for
Youngevity
bobbie@wave2alliances.com
P: 866.570.4441