Business Context and Reporting Period
This Form 8-K Current Report was filed by My Size, Inc. on November 15, 2019, with the earliest event reported on the same date. The Company, incorporated in Delaware and headquartered in Israel, operates as a dual-listed entity on the Nasdaq Capital Market and the Tel Aviv Stock Exchange (TASE) under the trading symbol "MYSZ."
Key Financial Metrics
This filing is a corporate action report and does not contain financial performance data. The text does not provide values for revenue, profit, cash flow, margins, debt, or liquidity.
Material Changes
The primary material change reported is the Board's approval of a 1-for-15 reverse stock split of the Company's issued and outstanding common stock. Key details include:
- Effective Date: The split becomes effective at 5:00 p.m. Eastern Time on November 18, 2019.
- Trading Resumption: Trading on a split-adjusted basis begins on the Nasdaq on November 19, 2019, and on the TASE on November 20, 2019. There will be no trading on the TASE on November 19, 2019.
- Conversion Ratio: Every 15 shares of common stock will be converted into one share of common stock.
- Fractional Shares: Any fractional shares resulting from the split will be rounded up to the next whole number.
- Adjustments: A proportionate adjustment will be made to the per-share exercise price and the number of shares issuable upon the exercise of all outstanding options and warrants.
- Identification: The new CUSIP number for the common stock will be 62844N 208.
Guidance, Outlook, and Risks
The filing does not contain forward-looking guidance, management commentary on financial outlook, or specific risk factors beyond the operational details of the stock split. The action was taken pursuant to discretionary authority granted by stockholders at the Annual Meeting on August 5, 2019, which allowed for a reverse split ratio between 1-for-2 and 1-for-30 to be completed by August 5, 2020.
Investor Verification Checklist
- Verify the new CUSIP number (62844N 208) for trading and record-keeping purposes.
- Confirm the specific trading dates for the Nasdaq (Nov 19) and TASE (Nov 20) to avoid trading on non-split-adjusted shares.
- Review the treatment of fractional shares (rounded up) to understand the final share count impact.
- Check the adjustment of outstanding options and warrants to ensure exercise prices and share quantities are updated correctly.