Attached files
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EX-99 - PRESS RELEASE - Youngevity International, Inc. | ex99-2.htm |
EX-99 - PRESS RELEASE - Youngevity International, Inc. | ex99-1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date of
Report (date of earliest event reported): December 20, 2019
YOUNGEVITY INTERNATIONAL, INC.
(Exact
name of registrant as specified in its charter)
Delaware
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001-38116
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90-0890517
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(State
or other jurisdiction of incorporation)
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(Commission
File No.)
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(IRS
Employer Identification No.)
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2400 Boswell Road, Chula Vista, CA 91914
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code: (619) 934-3980
N/A
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
☐ Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the
Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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Common
Stock
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YGYI
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The
Nasdaq Capital Market
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Series
D Preferred Stock
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YGYIP
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The
Nasdaq Capital Market
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Indicate by check mark whether the registrant is an emerging growth
company as defined in in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this
chapter).
Emerging growth company ☐
If an emerging growth company, indicate by checkmark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 8.01.
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Other Events.
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On December 20, 2019, Youngevity International, Inc. (the
“Company”) issued a press release
announcing the declaration of a monthly cash dividend to holders of
the Company’s 9.75% Series D Cumulative Redeemable Perpetual
Preferred Stock, par value $0.001 per share (the “Series D
Preferred Stock”). The dividend of $ $0.203125
per share
of Series D Preferred Stock is payable on January 15, 2020 to
holders of record on December 31, 2019. A copy of the press release
is attached as Exhibit 99.1 to this Current Report on Form
8-K and is incorporated
herein by reference.
On December 20, 2019, in addition to the press release described
above, the Company also issued a press release
announcing the closing of its previously announced underwritten
public offering of 245,398 shares of Series D Preferred Stock at a
price to the public of $22.75 per share. The Company expects to
receive gross proceeds of approximately $5.58 million from the
offering. The shares of Series D Preferred Stock trade on The
Nasdaq Capital Market under the symbol “YGYIP.” The
shares of Series D Preferred Stock are not convertible into or
exchangeable for any of the Company’s other
securities.
The underwriters have been granted a 45-day option to purchase up
to 36,809 additional shares of Series D Preferred Stock from the
Company, exercisable in whole or in part, solely to cover
over-allotments, at the public offering price less the underwriting
discount. A copy of this press release is attached as Exhibit 99.2
to this Current Report on Form 8-K and is incorporated
herein by reference.
Item 9.01.
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Financial
Statements and Exhibits.
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(d)
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Exhibits.
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Exhibit Number
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Description
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Press
Release of Youngevity International, Inc., dated December 20, 2019
(Dividend Declaration)
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Press
Release of Youngevity International, Inc., dated December 20, 2019
(Closing of Public Offering)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly
authorized.
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YOUNGEVITY
INTERNATIONAL, INC.
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Date:
December 20, 2019
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By:
/s/ David
Briskie
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Name:
David Briskie
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Title:
President and Chief Financial Officer
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EXHIBIT INDEX
Exhibit Number
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Description
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Press
Release of Youngevity International, Inc., dated December 20, 2019
(Dividend Declaration)
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Press
Release of Youngevity International, Inc., dated December 20, 2019
(Closing of Public Offering)
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