SEC Filing Summary: Reality Interactive, Inc. (8-K)
Business Context and Reporting Period
This Current Report (Form 8-K) was filed on February 7, 2002, by Reality Interactive, Inc., a Nevada corporation. The filing details a corporate restructuring involving the merger of Reality Interactive Minnesota into Reality Interactive Nevada, a reverse stock split, and changes to the company's capitalization and leadership.
Key Financial Metrics
The filing text does not provide specific financial data such as revenue, profit, cash flow, margins, debt, or liquidity. The report focuses exclusively on corporate governance and structural changes.
Material Changes
- Merger: On January 23, 2002, Reality Interactive Minnesota merged into Reality Interactive Nevada, with the Nevada entity as the surviving company.
- Share Exchange: Shareholders of the Minnesota entity exchanged one share for one share of the Nevada entity. Pre-merger share count was 12,491,574.
- Reverse Stock Split: On January 24, 2002, a 1:100 reverse stock split was effected.
- Capitalization: The company re-authorized 100,000,000 shares of common stock ($0.001 par) and 5,000,000 shares of preferred stock ($0.001 par).
- Trading Symbol: As of February 1, 2002, the new trading symbol is RLTI.
- Leadership Changes:
- New Officers/Directors: Brian Koehn (President and Director); F. Albert Landweher (Secretary, Treasurer, and Director).
- Resignations: Natalie Boss (President and Director); Gregory Boss (Secretary, Treasurer, and Director).
Guidance, Outlook, and Risks
The filing does not contain management commentary, financial guidance, outlook, or specific risk factors beyond the structural changes described. No unusual items or contingencies were disclosed in this report.
Investor Verification Checklist
- Verify the post-split share count and the impact of the 1:100 reverse split on existing holdings.
- Confirm the new trading symbol (RLTI) and trading status on the relevant exchange.
- Review the Articles of Merger and Amended By-laws (Exhibits 2.1, 3.1, 3.2, 3.3) for specific terms of the restructuring.
- Assess the strategic rationale for the leadership changes and the merger.