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CALI > SEC Filings for CALI > Form 8-K on 9-Oct-2012All Recent SEC Filings

Show all filings for CHINA AUTO LOGISTICS INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for CHINA AUTO LOGISTICS INC


9-Oct-2012

Other Events, Financial Statements and Exhibits


Item 8.01 Other Events.

On October 9, 2012, China Auto Logistics Inc. (the "Company") filed a Certificate of Amendment to its Articles of Incorporation (the "Certificate of Amendment"), to effect a reverse stock split (the "Reverse Stock Split") of the Company's outstanding common stock, par value $0.001 per share (the "Common Stock"), at an exchange ratio of 1-for-6. The Company's stockholders, at a Special Meeting of Stockholders held on September 4, 2012, authorized the Company's Board of Directors (the "Board") to effect a reverse stock split at a ratio of up to and including 1-for-6 with the exact ratio and effective date to be determined by the Board. A copy of the Certificate of Amendment is attached hereto as Exhibit 3.1 and is incorporated herein by reference.

As a result of the Reverse Stock Split, every six (6) shares of the Company's issued and outstanding Common Stock were combined into one (1) share of Common Stock, par value, $0.001 per share. Any fraction of a share of Common Stock that would otherwise have resulted from the Reverse Stock Split will rounded up to the next whole share. There will be no change to the authorized shares of Common Stock of the Company as a result of the Reverse Stock Split.

Trading of the Company's Common Stock on The Nasdaq Global Market ("Nasdaq") will continue, on a Reverse Stock Split-adjusted basis, under the symbol "CALI". The new CUSIP number for the Company's Common Stock following the Reverse Stock Split is 16936J 202.

Corporate Stock Transfer, the Company's Transfer Agent, will act as Exchange Agent for the Reverse Stock Split. Transmittal letters will be provided to registered holders of the Company's Common Stock providing appropriate instructions.

The primary objective of the Reverse Stock Split is to maintain the Company's listing on Nasdaq by regaining compliance with the minimum bid price listing requirement.

On October 9, 2012, the Company issued a press release announcing the Reverse Stock Split. A copy of the press release is furnished herewith and attached hereto as Exhibit 99.1.



Item 9.01 Financial Statements and Exhibits.

                  Exhibit
                  Number    Description

                  3.1       Certificate of Amendment

                  99.1      Press Release dated October 9, 2012


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