UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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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:
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Securities registered pursuant to Section 12(b) of the Act: None
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
SECTION 8 – OTHER EVENTS
Item 8.01. Other Events.
On June 14, 2023, we issued a press release concerning the Company’s capital structure events. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information in Item 8.01 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
SECTION 9 – Financial Statements and Exhibits.
Item 9.01. Financial Statements and Exhibits
104 | Cover Page Interactive Data File (embedded within the Inline XBRL Document) |
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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.
EQUATOR Beverage Company |
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/s/ Glenn Simpson |
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Glenn Simpson |
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Chairman & CEO |
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Date: June 15, 2023 |
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EXHIBIT 99.1
EQUATOR Beverage Company Capital Structure Events
JERSEY CITY, N.J./ACCESSWIRE/ June 14, 2023 – EQUATOR Beverage Company (OTC: MOJO) Capital Structure Events.
EQUATOR Beverage Company has implemented substantial measures to enhance the simplicity and efficiency of its capital structure, with the objective of establishing a transparent and easily comprehensible framework for its shareholders and potential investors.
To achieve this, the company has taken several actions. Firstly, it has eliminated its Preferred Class B stock, which previously amounted to 10,000,000 shares as of March 2019. Additionally, two reverse stock splits were carried out: a 10-to-1 split on April 2, 2013, and a 2-to-1 split on July 5, 2022. As a result of these actions, the Company’s outstanding share count now stands at 16,503,796 shares.
In line with its commitment to transparency, EQUATOR has revised its corporate bylaws, significantly reducing the number of authorized shares from 200,000,000 to 20,000,000, representing a notable 90 percent decrease as of July 5, 2022.
Moreover, the company has made the decision to cancel all outstanding warrants and options, and there are no plans to issue any additional ones in the coming years.
Demonstrating its dedication to transparency and commitment to shareholder value, EQUATOR has engaged in private transactions since 2018 to acquire 1,521,574 common shares adjusted for splits up to the present day. These initiatives underscore the company’s focus on establishing a simplified and easily understood capital structure for its stakeholders, all while prioritizing their best interests
The below table shows the repurchases by year adjusted for splits.
EQUATOR Beverage Company
Common Stock Repurchases
January 1, 2019 to June 14, 2023
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| Shares |
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| 2018 |
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| 39,916 |
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| 2019 |
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| 2,084 |
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| 2020 |
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| 62,500 |
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| 2021 |
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| 382,913 |
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| 2022 |
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| 830,342 |
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| 2023 |
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| 203,819 |
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| TOTAL |
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| 1,521,574 |
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As of June 14, 2023, EQUATOR Beverage Company maintains a well-defined capital structure. The company has authorized a total of 20,000,000 shares, out of which 16,503,796 shares have been issued and are currently outstanding. Among these outstanding shares, 12,657,157 are restricted for sale, while 3,846,639 shares are unrestricted for sale. Notably, 2,552,454 shares are held by the Depository Trust Company (DTC).
In line with its commitment to maximizing shareholder value, EQUATOR Beverage Company has outlined its plan to execute a share buyback program throughout 2023. This strategic initiative aims to decrease the number of outstanding shares, thereby enhancing the value of each share held by the company’s shareholders. By implementing these measures, the company seeks to generate long-term shareholder value while maintaining a transparent and straightforward capital structure.
For additional information contact Glenn Simpson CEO EQUATOR Beverage Company at 929 264 7944 Stock Symbol: MOJO
Important Cautions Regarding Forward Looking Statements
This press release contains forward-looking statements within the definition of Section 27A of the Securities Act of 1933, as amended and such section 21E of the Securities Act of 1934, amended. These forward-looking statements should not be used to make an investment decision. The words ‘estimate,’ ‘possible’ and ‘seeking’ and similar expressions identify forward- looking statements, which speak only as to the date the statement was made. The company undertakes no obligation to publicly update or revise any forward-looking statements, whether because of new information, future events, or otherwise. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted, or quantified.
Future events and actual results could differ materially from those set forth in, contemplated or underlying the forward-looking statements. The risks and uncertainties to which forward- looking statements are subject include, but are not limited to, the effect of government regulation, competition and other material risk.
Related Links: https://equatorbeverage.com/
Contact:
Glenn Simpson, Chairman & CEO
Phone Number: 917 574 1690
SOURCE: EQUATOR Beverage Company
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