SEC Filing Summary: Form 8-K
Business Context and Reporting Period
Company: Trey Resources, Inc. (changing name to SilverSun Technologies, Inc.)
Filing Date: June 27, 2011
Reporting Period: Events occurring between May 17, 2011, and June 28, 2011.
Context: This Current Report details significant corporate governance changes, including a name change, capital structure amendments, and bylaw updates approved by the Board of Directors and stockholders.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate structural amendments rather than financial performance.
Material Changes
The following material changes were approved and filed:
- Name Change: The company name changed from "Trey Resources, Inc." to "SilverSun Technologies, Inc."
- Authorized Share Reduction: Authorized Class A common stock decreased from 10,000,000,000 shares to 750,000,000 shares.
- Conversion Ratio Adjustment: The conversion ratio for Class B common stock into Class A common stock was changed from a formula based on the lowest price ever paid to a fixed ratio of 1,975 shares of Class A for every 1 share of Class B.
- Stock Cancellation: The entire class of Class C Common Stock was cancelled.
- Bylaw Amendment: Adopted on June 28, 2011, to allow the issuance of one full share of capital stock in lieu of fractional shares, replacing previous options of cash payment, scrip, or warrants.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for financial guidance, future outlook, management commentary on operations, specific risks, or contingencies. The document serves strictly to disclose the legal amendments to the Certificate of Incorporation and Bylaws.
Investor Verification Checklist
- Verify the effective date of the name change to "SilverSun Technologies, Inc." in trading systems.
- Confirm the impact of the 92.5% reduction in authorized Class A shares on future capital raising capabilities.
- Review the new fixed conversion ratio (1,975:1) for Class B stock to assess dilution implications.
- Confirm the complete cancellation of Class C Common Stock and its effect on the total share count.
- Examine the attached Fourth Amended and Restated Certificate of Incorporation (Exhibit 3.1) for full legal terms.