*AV* - Speaking of Reverse Splits - (True but hilarious)
SAFE AID PRODUCTS INC files proxy for structural change.
IFN Smart Edgar News - December 31, 1997 15:39
Excerpted from DEFM14A filed on 12/31 by SAFE AID PRODUCTS INC:
SAFE AID PRODUCTS INC files proxy for structural change.
(4) Date Filed:
SAFE AID PRODUCTS INCORPORATED
This Proxy Statement is furnished in connection with the solicitation by the Board of Directors of Safe Aid Products Incorporated, a Delaware corporation ("Safe Aid") of proxies from the holders of Safe Aid's common stock, par value $.00001 per share (the "Safe Aid Common Stock"), for use at the Special Meeting of Stockholders to be held at the offices of Lazer, Aptheker, Feldman, Rosella & Yedid, LLP on January 30, 1998, beginning at 10:30 a.m. local time and at all adjournments and postponements thereof (the "Special Meeting").
The approximate date that this Proxy Statement and the enclosed form of proxy are first being sent to stockholders is December 30, 1997. Safe Aid's principal executive offices are located at c/o Lazer, Aptheker, Feldman, Rosella & Yedid, LLP, 225 Old Country Road, Melville, New York 11747 and its telephone number is (516) 364-3887.
PURPOSES OF THE SPECIAL MEETING At the Special Meeting, Safe Aid's stockholders will consider and vote upon the following matters:
1. An amendment to Safe Aid's Certificate of Incorporation to effectuate a ten-for-one reverse stock split of Safe Aid's Common Stock (the "Reverse Stock Split");
2. An amendment to Safe Aid's Certificate of Incorporation to increase the authorized common stock to 999,999,000 shares of common stock (the "Common Stock Amendment");
3. An amendment to Safe Aid's Certificate of Incorporation to change Safe Aid's name to Safe Technologies International, Inc. (the "Name Change Amendment");
4. The proposed merger of Intelligence Network International, Inc., a Florida corporation ("INI") with and into Safe Aid pursuant to the terms and condition of the merger agreement between INI and SafeAid dated August 29, 1997, as amended, (the "Merger Proposal"); and
5. Such other business as may properly come before the Special Meeting, including any adjournments or postponements thereof.
In order to consummate the Merger with Intelligence Network International, Inc., (INI) Safe Aid stockholders need to adopt and approve each of the proposals presented at the Special Meeting: (I) the Reverse Stock Split, (ii) the Common Stock Amendment, (iii) the Name Change Amendment, and (iv) the Merger Proposal. The Merger Agreement provides that approval of each of these proposals is a condition precedent to closing the Merger.
Unless contrary instructions are indicated on the enclosed proxy, all shares represented by valid proxies received pursuant to this solicitation (and which have not been revoked in accordance with the procedures set forth herein) will be voted FOR the Reverse Stock Split, FOR the Common Stock Amendment, FOR the Name Change Amendment, and FOR the Merger Proposal. In the event a stockholder specifies a different choice by means of the enclosed proxy, his or her shares will be voted in accordance with the specifications so made. The Board does not know of any other matters that may be brought before the Special Meeting. In the event that any other matter should come before the Special Meeting, the persons named in the enclosed proxy will have discretionary authority to vote all proxies not marked to the contrary with respect to such matters in accordance with their best judgment.
SUMMARY The following is a summary of certain information contained elsewhere in this Proxy Statement. Reference is made to, and this Summary is qualified in its entirety by, the more detailed information contained elsewhere in this Proxy Statement.
General This Proxy Statement, Notice of Safe Aid Special Meeting to be held January 30, 1998, and form of proxy solicited in connection therewith are being mailed to holders of Safe Aid Common Stock on or about December 30, 1997.
(End of Item Excerpt)
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