Current Report Filing (8-k)
August 24 2016 - 4:45PM
Edgar (US Regulatory)
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): July 14, 2016
TROPIC
INTERNATIONAL INC.
(Exact
name of registrant as specified in its charter)
Nevada
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001-34911
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None
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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1057
Parkinson Road, Unit #9
Woodstock,
Ontario, Canada
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N4S
7W3
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(Address
of principal executive offices)
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(Zip
Code)
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(
519)
421-1900
(Registrant’s
telephone number, including area code)
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 (
see
General Instruction A.2. below):
[ ]
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))
Item
8.01 Other Events
On
July 14, 2016, the holders of a majority of the issued and outstanding common stock of Tropic International Inc. (the “Company”)
on a fully converted basis approved a 1 for 2 reverse split of the Company’s common stock, par value $0.001 (the “Reverse
Split”), with a record date of July 26, 2016. As a result of the Reverse Split, the Company’s issued and outstanding
common stock decreased from 112,264,146 shares to approximately 56,132,073 shares, with each fractional share being rounded up
to the nearest whole share. No changes to the par value of the common stock or the Company’s authorized capital occurred
in connection with the Reverse Split.
In
order for the Reverse Split to be recognized on the OTCBB and OTCQB, the Financial Industry Regulatory Authority (“FINRA”)
was required to process the corporate action. FINRA has now processed the Reverse Split, which will be effective in the market
at the open of business on August 25, 2016. At that time, the Company’s common stock will become eligible for quotation
on the OTCBB and OTCQB under the trading symbol “TRPOD”. On September 26, 2016, the Company’s trading symbol
will revert permanently to “TRPO”.
In
connection with the Reverse Split, the Company also effected a 1 for 2 reverse split of the preferred shares of 1894632 Ontario
Inc., its wholly owned subsidiary, such that there are now 50,607,500 issued and outstanding shares of that class, each of which
is exchangeable into one share of the Company’s common stock at the option of the holder thereof, subject to certain restrictions.
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.
Dated:
August 24, 2016
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TROPIC
INTERNATIONAL INC.
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By:
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/s/
John Marmora
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John
Marmora
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President,
Secretary, Treasurer, Director
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