Nexentis Technologies Inc. current report, 25 February 2021

Filing Overview

Issuer: Save Foods, Inc. (the request metadata identifies Nexentis Technologies Inc.; the filing itself names Save Foods, Inc.). This Form 8-K was filed on February 25, 2021, reporting an event effective February 23, 2021. The filing concerns a corporate action rather than operating or financial results.

Material Corporate Action

  • The company completed a one-for-seven reverse stock split of its common stock effective February 23, 2021.
  • The split was approved by the board on January 18, 2021, under authority granted by stockholders holding a majority of the outstanding common stock on October 12, 2020.
  • Each shareholder’s shares were divided by seven, with rounding to one additional whole post-split share where a fractional share otherwise would have resulted. No cash or other consideration was paid for fractional shares.
  • Outstanding options, convertible securities, unvested restricted shares, restricted stock units, and warrants were adjusted by dividing the underlying share amounts by seven and multiplying exercise or conversion prices by seven.
  • The common stock continued trading on the OTC Markets Pink Open Market under the symbol SAFO, with a new CUSIP number, 80512Q 303.

Capitalization and Financial Metrics

  • Before the split, the company was authorized to issue 495,000,000 common shares and 5,000,000 preferred shares. The authorized amounts were unchanged.
  • As of February 22, 2021, 11,246,592 common shares were outstanding.
  • Following the split, approximately 1,606,760 common shares were expected to be outstanding, subject to rounding adjustments.
  • The stated par value of common stock remained $0.0001 per share.
  • The filing provides no revenue, profit, cash flow, margin, debt, liquidity, or other operating-financial metrics.

Outlook, Risks, and Unusual Items

The filing contains no management guidance, business outlook, or discussion of operating risks. The reverse split did not materially change shareholders’ proportional ownership or voting power, other than minor rounding effects, and did not substantially affect shareholder rights. The principal unusual item is the adjustment of securities and trading identifiers resulting from the reverse split.

Investor Verification Points

  • Verify the issuer identity, because the source filing names Save Foods, Inc., not Nexentis Technologies Inc.
  • Confirm the one-for-seven reverse split effective date of February 23, 2021.
  • Confirm the post-split share count, which is stated as approximately 1,606,760 and remains subject to rounding.
  • Verify the continued OTC Markets symbol, SAFO, and the new CUSIP number, 80512Q 303.
  • Review Exhibit 3.1, the Certificate of Amendment dated February 23, 2021, for the governing legal document.