SG DevCo Announces Reverse Stock Split
MIAMI, Oct. 4, 2024 /PRNewswire/ — Safe and Green Development Corporation “SG DevCo” SGD, a leading real estate and technology development company, today announced that it will effect a 1-for-20 reverse stock split (“reverse split”) of its common stock, par value $0.001 per share (“Common Stock”), that will become effective at 12:01 a.m. Eastern Time on October 8, 2024. The Company’s Common Stock will continue to trade on the Nasdaq Capital Market (“Nasdaq”) under the symbol “SGD” and will begin trading on a split-adjusted basis when the Nasdaq opens on October 8, 2024 (“Effective Time”). The new CUSIP number for the Common Stock following the reverse split will be 78637J204.
At the Company’s annual meeting of stockholders held on July 2, 2024, the Company’s stockholders granted the Company’s Board of Directors the discretion to effect a reverse split of the Company’s Common Stock at a ratio of not less than 1-for-2 and not more than 1-for-20, with such ratio to be determined by the Company’s Board of Directors. Subsequently, the final split ratio of 1-for-20 was approved by the Company’s Board of Directors, with such reverse split to be effective as of October 8, 2024.
As a result of the reverse split, every 20 shares of the Company’s Common Stock issued and outstanding will be automatically combined into one share of Common Stock, with no change in the $0.001 par value per share. The 1-for-20 reverse split will proportionally reduce the number of outstanding shares of Company Common Stock from approximately 19 million shares to approximately 0.95 million shares (subject to rounding of fractional shares, which will be paid in cash). The reverse split will affect all stockholders uniformly and will not affect any stockholder’s ownership percentage of the Company’s shares which will remain unchanged other than as a result of fractional shares. Proportional adjustments will be made to the number of shares of SG DevCo’s Common Stock issuable upon exercise or conversion of the Company’s outstanding equity awards, debentures and warrants, as well as the applicable conversion price and exercise price. There will be no change to the total number of authorized shares of Company Common Stock as set forth in the Amended and Restated Certificate of Incorporation of the Company.
The Company’s transfer agent, Equiniti Trust Company, LLC, which is also acting as the exchange agent for the reverse split, will send instructions to stockholders of record regarding the exchange of their shares. Stockholders who hold their shares in brokerage accounts or “street name” are not required to take any action to effect the exchange of their shares.
The reverse split is intended to bring the Company into compliance with the minimum bid price requirement for maintaining the listing of its Common Stock on the Nasdaq Capital Market, and to make the bid price more attractive to a broader group of institutional and retail investors. The Nasdaq Capital Market requires, among other things, that a listed company’s common stock maintain a minimum bid price of at least $1.00 per share.
Any person who would otherwise be entitled to a fractional share of Common Stock as a result of the reclassification and combination following the Effective Time (after taking into account all fractional shares of Common Stock otherwise issuable to such holder) shall be entitled to receive a cash payment equal to the number of shares of the Common Stock held by such stockholder before the reverse split that would otherwise have been exchanged for such fractional share interest multiplied by the average closing sales price of the Common Stock as reported on the Nasdaq for the ten days preceding the Effective Time.
About Safe and Green Development Corporation
Safe and Green Development Corporation is a real estate development company. Formed in 2021, it focuses on the development of sites using purpose-built, prefabricated modules built from both wood and steel. The thesis of development is to build strong, innovative and green, single or multifamily projects across all income and asset classes. Additionally, a majority owned subsidiary of SG DevCo, Majestic World Holdings LLC, is a prop-tech company that has created a real estate AI Platform. The Platform aims to decentralize the real estate marketplace, creating an all-in-one solution that brings banks, institutions, home builders, clients, agents, vendors, gig workers, and insurers into a seamlessly integrated and structured AI-driven environment. MyVONIA Innovations LLC, a wholly own subsidiary, is the owner of MyVONIA which is an AI-powered personal assistant designed to help simplify daily tasks and improve productivity for individuals and businesses. MyVONIA aims to assist with managing both personal and professional tasks.
Forward-Looking Statements
This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. In some cases, forward-looking statements can be identified by terminology such as “may,” “should,” “potential,” “continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions, and include, among others, statements regarding the expected trading of the Company’s Common Stock on a reverse split-adjusted basis on October 8, 2024, the reverse split allowing the Company to regain compliance with Nasdaq’s minimum bid price requirement, and the Company’s acquisition of, and investment in, properties nationally that will be developed in the future into green single or multi-family projects.
These forward-looking statements are based on certain assumptions and analyses made by the Company in light of its experience and its perception of historical trends, current conditions, and expected future developments, as well as other factors the Company believes are appropriate in the circumstances. Important factors that could cause actual results to differ materially from current expectations include, among others, the Company’s ability to effect the reverse split on October 8, 2024 and derive the anticipated benefits from the reverse split, the Company’s ability to regain and maintain compliance with the Nasdaq’s minimum bid price; the Company’s ability to complete joint venture projects as planned; the Company’s ability to create an all-in-one solution that brings banks, institutions, home builders, clients, agents, vendors, gig workers, and insurers into a seamlessly integrated and structured AI-driven environment; the Company’s ability to obtain the capital necessary to fund its activities; the Company’s ability to monetize its real estate holdings, and other factors discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, and its subsequent filings with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement, and the Company undertakes no obligation to revise or update this press release to reflect events or circumstances after the date hereof.
For investor relations and media inquiries, please contact:
Barwicki Investor Relations
Andrew@Barwicki.com
516-662-9461
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SOURCE Safe and Green Development Corporation
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ASHFORD HOSPITALITY TRUST ANNOUNCES REVERSE STOCK SPLIT TO MAINTAIN LISTING ON THE NYSE
DALLAS, Sept. 26, 2024 /PRNewswire/ — Ashford Hospitality Trust, Inc. AHT (“Ashford Trust” or the “Company”) today announced that it was notified by the New York Stock Exchange (the “NYSE”) on September 23, 2024, that it is not in compliance with Section 802.01C of the NYSE’s Listed Company Manual, which requires listed companies to maintain an average closing share price of at least $1.00 over a consecutive 30 trading day period.
The Company plans to notify the NYSE within 10 business days of receipt of the notice that it intends to execute a 1-for-10 reverse stock split in order to regain compliance. The Company can regain compliance at any time within a six-month cure period following its receipt of the notice if, on the last trading day of any calendar month during such cure period, the Company has both: (i) a closing share price of at least $1.00 and (ii) an average closing share price of at least $1.00 over the 30 trading-day period ending on the last trading day of the applicable calendar month.
The Company believes the reverse stock split will benefit all shareholders by addressing several items impacting its common stock:
- It will allow the Company’s common stock to continue trading on the NYSE.
- The Company anticipates that the reverse stock split will meaningfully increase the Company’s market price per share above the $5 per share threshold required by many institutions to hold shares.
- Some brokers limit the ability or increase the cost to margin a stock under $5 per share.
By implementing a reverse stock split, the Company and its Board of Directors believes it can realize increased incremental demand for its common stock while also making the Company’s shares more attractive to a broader range of potential long-term institutional investors, individual investors, and buy-side analysts.
The Company’s common stock will continue to be listed and traded on the NYSE during this period, subject to the Company’s compliance with other NYSE continued listing standards. The Company’s common stock will continue to trade under the symbol “AHT,” but will have an added designation of “.BC” to indicate that the Company is not currently in compliance with NYSE continued listing standards.
The notice does not affect the Company’s ongoing business operations or its Securities and Exchange Commission reporting requirements, nor does it trigger a breach of the Company’s material debt obligations. The Company can provide no assurances that it will be able to satisfy any of the steps outlined above and maintain the listing of its shares on the NYSE.
* * * * *
Ashford Hospitality Trust is a real estate investment trust (REIT) focused on investing predominantly in upper upscale, full-service hotels.
Forward-Looking Statements
Certain statements and assumptions in this press release contain or are based upon “forward-looking” information and are being made pursuant to the safe harbor provisions of the federal securities regulations. Forward-looking statements are generally identifiable by use of forward-looking terminology such as “may,” “will,” “should,” “potential,” “intend,” “expect,” “anticipate,” “estimate,” “approximately,” “believe,” “could,” “project,” “predict,” or other similar words or expressions. Additionally, statements regarding the following subjects are forward-looking by their nature: our business and investment strategy; anticipated or expected purchases, sales or dispositions of assets; our projected operating results; completion of any pending transactions; our plan to pay off strategic financing; our ability to restructure existing property-level indebtedness; our ability to secure additional financing to enable us to operate our business; our understanding of our competition; projected capital expenditures; the impact of technology on our operations and business; the risk that the notice and noncompliance with NYSE continued listing standards may impact the Company’s results of operations, business operations and reputation and the trading prices and volatility of the Company’s common stock; and the Company’s ability to regain compliance with the NYSE continued listing standards. Such forward-looking statements are based on our beliefs, assumptions, and expectations of our future performance taking into account all information currently known to us. These beliefs, assumptions, and expectations can change as a result of many potential events or factors, not all of which are known to us. If a change occurs, our business, financial condition, liquidity, results of operations, plans, and other objectives may vary materially from those expressed in our forward-looking statements. You should carefully consider this risk when you make an investment decision concerning our securities. These and other risk factors are more fully discussed in the Company’s filings with the SEC.
The forward-looking statements included in this press release are only made as of the date of this press release. Investors should not place undue reliance on these forward-looking statements. We will not publicly update or revise any forward-looking statements, whether as a result of new information, future events or circumstances, changes in expectations or otherwise except to the extent required by law.
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SOURCE Ashford Hospitality Trust, Inc.
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Seelos Therapeutics Announces 1-for-16 Reverse Stock Split
NEW YORK, Sept. 25, 2024 /PRNewswire/ — Seelos Therapeutics, Inc. (Nasdaq: SEEL) (“Seelos” or the “Company”), a clinical-stage biopharmaceutical company focused on the development of therapies for central nervous system disorders and rare diseases, today announced that its Board of Directors approved a 1-for-16 reverse stock split of its outstanding shares of common stock, to be effective as of 12:01 a.m. Eastern Time on Friday, September 27, 2024.
The Company’s common stock, par value $0.001, will begin trading on a reverse stock split-adjusted basis at the opening of the market on Friday, September 27, 2024. Following the reverse stock split, the Company’s common stock will continue to trade on the Nasdaq Capital Market under the symbol “SEEL” with the new CUSIP number, 81577F 406. The reverse stock split is intended for the Company to regain compliance with the minimum bid price requirement of $1.00 per share of common stock for continued listing on the Nasdaq Capital Market. The reverse stock split was approved by the Company’s Board of Directors pursuant to Section 78.207 of the Nevada Revised Statutes and was effectuated by the filing of a Certificate of Change with office of the Nevada Secretary of State.
At the effective time of the reverse split, every sixteen (16) issued and outstanding shares of the Company’s common stock will be combined automatically into one (1) share of the Company’s common stock without any change in the par value per share. No fractional shares will be issued in connection with the reverse stock split, and any fractional shares resulting from the reverse stock split will be rounded up to the nearest whole share. The reverse stock split will reduce the number of authorized shares of the Company’s common stock from 50,000,000 shares to 3,125,000 shares and the ownership percentage of each stockholder will remain unchanged other than as a result of the rounding of fractional shares. In addition, the reverse stock split will apply to the Company’s common stock issuable upon the exercise of the Company’s outstanding warrants and stock options, with proportionate adjustments to be made to the exercise prices thereof and under the Company’s equity incentive plans, as applicable.
The reverse stock split will reduce the number of issued and outstanding shares of the Company’s common stock from approximately 9.2 million to approximately 581 thousand.
About Seelos Therapeutics:
Seelos Therapeutics, Inc. is a clinical-stage biopharmaceutical company focused on the development and advancement of novel therapeutics to address unmet medical needs for the benefit of patients with central nervous system (CNS) disorders and other rare diseases. The Company’s robust portfolio includes several late-stage clinical assets targeting indications including Acute Suicidal Ideation and Behavior (ASIB) in Major Depressive Disorder (MDD), amyotrophic lateral sclerosis (ALS) and spinocerebellar ataxia (SCA), as well as early-stage programs in Huntington’s disease, Alzheimer’s disease, and Parkinson’s disease.
Forward-Looking Statements:
Statements made in this press release, which are not historical in nature, constitute forward-looking statements for purposes of the safe harbor provided by the Private Securities Litigation Reform Act of 1995. These statements include, among others, those regarding the reverse stock split and the timing thereof, the potential impact of the reverse split on the bid price of the Company’s common stock, the potential for the Company to regain compliance with the minimum bid price requirement of $1.00 per share of common stock for continued listing on the Nasdaq Capital Market and the expected number of shares of common stock to be outstanding following the reverse stock split. These statements are based on our current expectations and beliefs and are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. The risks and uncertainties involved include those associated with general economic and market conditions, as well as other risk factors and matters set forth in our periodic filings with the SEC, including our most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q. Although we believe that the expectations reflected in our forward-looking statements are reasonable, we do not know whether our expectations will prove correct. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, even if subsequently made available by us on our website or otherwise. We do not undertake any obligation to update, amend or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
Contact Information
Anthony Marciano
Chief Communications Officer
Seelos Therapeutics, Inc. (Nasdaq: SEEL)
300 Park Avenue, 2nd Floor
New York, NY 10022
(646) 293-2136
anthony.marciano@seelostx.com
Mike Moyer
Managing Director
LifeSci Advisors, LLC
250 West 55th St., Suite 3401
New York, NY 10019
(617) 308-4306
mmoyer@lifesciadvisors.com
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SOURCE Seelos Therapeutics, Inc.
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Maxeon Receives Nasdaq Notification and is Proceeding with Approved Reverse Stock Split
SINGAPORE, Sept. 20, 2024 /PRNewswire/ — Maxeon Solar Technologies, Ltd. MAXN (the “Company”), a global leader in solar innovation and channels, announced that on September 17, 2024, it received a Staff Determination letter (the “Determination Letter”) from the staff of the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company of the Staff’s determination to delist the Company’s securities from The Nasdaq Global Select Market pursuant to Nasdaq Listing Rule 5810(c)(3)(A)(iii) because, as of September 16, 2024, the Company’s securities had a closing bid price of $0.10 or less for ten consecutive trading days.
On September 20, the Company submitted a hearing request through the Nasdaq Listing Center, which will automatically stay any delisting action or filing of the Form 25-NSE pending such hearing in accordance with Nasdaq Listing Rule 5815(a)(1).
On August 29, 2024, the shareholders of the Company at the Annual General Meeting of Shareholders approved by ordinary resolution the consolidation of every 100 existing issued ordinary shares (including treasury shares) into one ordinary share of the Company. The Company’s board of directors is in the process of taking the necessary actions to implement a reverse stock split which the Company believes will bring the bid price for the Company’s ordinary shares above the US$1.00 per share minimum bid price requirement as set forth by Nasdaq Listing Rule 5450(a)(1).
About Maxeon Solar Technologies
Maxeon Solar Technologies MAXN is Powering Positive Change™. Headquartered in Singapore, Maxeon leverages over 35 years of solar energy leadership and over 1,900 patents to design innovative and sustainably made solar panels and energy solutions for residential, commercial, and power plant customers. Maxeon’s integrated home energy management is a flexible ecosystem of products and services, built around the award-winning Maxeon® and SunPower® branded solar panels. With a network of more than 1,700 trusted partners and distributors, and more than one million customers worldwide, the Company is a global leader in solar. For more information about how Maxeon is Powering Positive Change™ visit us at www.maxeon.com, on LinkedIn and on Twitter/X @maxeonsolar.
Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), including but not limited to, statements regarding the Company’s anticipated outcome of the litigation. The forward-looking statements can be also identified by terminology such as “may,” “might,” “could,” “will,” “aims,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements.
These forward-looking statements are based on our current assumptions, expectations and beliefs and involve substantial risks and uncertainties that may cause results, performance or achievement to materially differ from those expressed or implied by these forward-looking statements. These statements are not guarantees of future performance and are subject to a number of risks. The reader should not place undue reliance on these forward-looking statements, as there can be no assurances that the plans, initiatives or expectations upon which they are based will occur. A detailed discussion of factors that could cause or contribute to such differences and other risks that affect our business is included in filings we make with the Commission from time to time, including our most recent report on Form 20-F, particularly under the heading “Risk Factors”. Copies of these filings are available online from the SEC at www.sec.gov, or on the SEC Filings section of our Investor Relations website at https://corp.maxeon.com/investor-relations. All forward-looking statements in this press release are based on information currently available to us, and we assume no obligation to update these forward-looking statements in light of new information or future events.
©2024 Maxeon Solar Technologies, Ltd. All Rights Reserved. MAXEON is a registered trademark of Maxeon Solar Technologies, Ltd. Visit https://corp.maxeon.com/trademarks for more information.
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SOURCE Maxeon Solar Technologies, Ltd.
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What's Going On With Toronto-Dominion Bank Today?
Toronto-Dominion Bank Corp. TD shares are seeing positive movement Thursday. Here’s what you need to know.
What To Know: The bank revealed that Bharat Masrani, who has served as CEO for over a decade and spent 38 years at the institution, will retire on April 10 2025. Masrani’s tenure saw significant milestones but also faced challenges, particularly toward the end of his leadership, as TD dealt with an unraveling $13.4 billion acquisition of First Horizon Corp and investigations into lapses in money-laundering controls at U.S. branches.
In response to these developments, TD Bank Group’s Board of Directors has named Raymond Chun, currently Group Head of Canadian Personal Banking, as the successor. Chun will step into the role of Chief Operating Officer on November 1 2024, with responsibility for all business lines, before officially taking over as CEO on April 10 2025. This move is part of TD’s ongoing efforts to strengthen its leadership and reassure stakeholders during a challenging period for the bank.
What Else: The leadership transition is taking place while the bank grapples with investigations by the U.S. Department of Justice and financial regulators over its handling of money-laundering controls in its American branches—a division that Masrani had previously overseen. The fallout from these issues has led to the departure of several top executives in the bank’s legal and compliance departments, contributing to uncertainty about the company’s direction.
Price Action: TD shares were trading higher by 2.27% at $64.01 according to Benzinga Pro.
See Also:
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NUVVE ANNOUNCES 1-FOR-10 REVERSE STOCK SPLIT
SAN DIEGO, Sept. 13, 2024 /PRNewswire/ — Nuvve Holding Corp. (“Nuvve” or the “Company”) NVVE, a green energy technology company that provides a globally-available, commercial vehicle-to-grid (V2G) technology platform that enables electric vehicle (EV) batteries to store and resell unused energy back to the local electric grid and provides other grid services, today announced that it will effect a 1-for-10 reverse stock split of its common stock, to be effective as of 5:00 p.m. Eastern Time on Monday, September 16, 2024. Nuvve’s common stock will begin trading on a split-adjusted basis commencing upon market open on Tuesday, September 17, 2024.
Following the reverse stock split, the Company’s common stock will continue to trade on the Nasdaq Capital Market under the symbol “NVVE” with the new CUSIP number, 67079Y308. The CUSIP number for the Company’s publicly traded warrants will not change.
At the effective time of the reverse stock split, every 10 shares of Nuvve’s issued and outstanding common stock will be automatically converted into one issued and outstanding share of common stock without any change in the par value of $0.0001 per share. The reverse stock split will reduce the number of issued and outstanding shares of the Company’s common stock from approximately 6.5 million shares to approximately 0.7 million shares. The total authorized number of shares will not be reduced. Proportional adjustments will be made to the number of shares of common stock issuable upon exercise or vesting of the Company’s outstanding stock options, restricted stock units, and warrants, as well as the applicable exercise or conversion prices, and to the number of shares issuable under the Company’s equity incentive plans and other existing agreements. No fractional shares will be issued in connection with the reverse stock split, and fractional shares resulting from the reverse stock split will be rounded up to the nearest whole share.
At the Company’s special meeting of stockholders held on September 9, 2024, the Company’s stockholders voted to approve, among other things, a proposal granting the Company’s Board of Directors the discretion to amend the Company’s certificate of incorporation to effect a reverse stock split of the Company’s common stock at a ratio of not less than 1-for-2 and not more than 1-for-10. Following the annual meeting of stockholders, on September 10, 2024, the Company’s Board of Directors approved a 1-for-10 reverse stock split. The reverse stock split is intended for Nuvve to regain compliance with the minimum bid price requirement of $1.00 per share of common stock for continued listing on the Nasdaq Capital Market.
Nuvve’s transfer agent, Continental Stock Transfer & Trust Company, will provide information to stockholders regarding their stock ownership following the reverse stock split. Stockholders holding their shares in book-entry form or through a bank, broker or other nominee do not need to take any action in connection with the reverse stock split. Their accounts will be automatically adjusted to reflect the number of shares owned. Beneficial holders are encouraged to contact their bank, broker or other nominee with any procedural questions.
About Nuvve Holding Corp.
Nuvve Holding Corp. NVVE is leading the electrification of the planet, beginning with transportation, through its intelligent energy platform. Combining the world’s most advanced vehicle-to-grid (V2G) technology and an ecosystem of electrification partners, Nuvve dynamically manages power among electric vehicle (EV) batteries and the grid to deliver new value to EV owners, accelerate the adoption of EVs, and support the world’s transition to clean energy. By transforming EVs into mobile energy storage assets and networking battery capacity to support shifting energy needs, Nuvve is making the grid more resilient, enhancing sustainable transportation, and supporting energy equity in an electrified world. Since its founding in 2010, Nuvve has successfully deployed V2G on five continents and offers turnkey electrification solutions for fleets of all types. Nuvve is headquartered in San Diego, California, and can be found online at nuvve.com.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements or forward-looking information within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of forward-looking terms such as “may,” “will,” “expects,” “believes,” “aims,” “anticipates,” “plans,” “looking forward to,” “estimates,” “projects,” “assumes,” “guides,” “targets,” “forecasts,” “continue,” “seeks” or the negatives of such terms or other variations on such terms or comparable terminology, although not all forward-looking statements contain such identifying words. Forward-looking statements include, but are not limited to, statements concerning the expected timing and implementation of the reverse stock split and the commencement of trading of Nuvve’s post-split common stock and Nuvve’s ability to maintain compliance with Nasdaq’s continued listing requirements. Nuvve cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Nuvve. Such statements are based upon the current beliefs and expectations of management and are subject to significant risks and uncertainties that could cause actual outcomes and results to differ materially. Some of these risks and uncertainties can be found in Nuvve’s most recent Annual Report on Form 10-K and subsequent periodic reports filed with the Securities and Exchange Commission (SEC). All forward-looking statements contained in this press release speak only as of the date on which they were made and are based on management’s assumptions and estimates as of such date. Nuvve does not undertake any obligation to publicly update any forward-looking statements, whether as a result of the receipt of new information, the occurrence of future events or otherwise except as required by law.
Nuvve Investor Contact
investorrelations@nuvve.com
+1 (619) 483-3448
Nuvve Press Contacts
press@nuvve.com
+1 (619) 483-3448
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SOURCE Nuvve Holding Corp.
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HYZON ANNOUNCES 1-FOR-50 REVERSE STOCK SPLIT
Move Aims to Ensure Continued Listing on Nasdaq
BOLINGBROOK, Ill., Sept. 6, 2024 /PRNewswire/ — Hyzon HYZN (“Hyzon” or the “Company”), a U.S.-based high-performance hydrogen fuel cell system manufacturer and technology developer focused on providing zero-emission power to decarbonize the most demanding industries, today announced that its Board of Directors and stockholders approved a 1-for-50 reverse stock split of the Company’s Class A common stock, par value $0.0001 per share, which will be effective at 12:01 a.m., Eastern Time, on September 11, 2024 (the “Reverse Stock Split”). Hyzon’s Class A common stock will continue to be traded on The Nasdaq Capital Market on a split-adjusted basis beginning on September 11, 2024, under the Company’s existing trading symbol “HYZN.”
The Reverse Stock Split is intended to increase the bid price of the Company’s Class A common stock so that Hyzon can regain compliance with the minimum bid price requirement of $1.00 per share for continued listing on The Nasdaq Capital Market. The new CUSIP number following the Reverse Stock Split will be 44951Y201. The Company filed a Certificate of Amendment with the Secretary of State of the State of Delaware on September 6, 2024 to effect the Reverse Stock Split.
The Reverse Stock Split will affect all stockholders uniformly and will not alter any stockholder’s percentage ownership interest in the Company, except to the extent that the Reverse Stock Split results in that stockholder owning a fractional share as described in more detail below.
The Reverse Stock Split will reduce the number of shares of Class A common stock issued and outstanding from approximately 272.5 million to approximately 5.5 million. The total number of authorized shares of Class A common stock will also be reduced proportionally from 1,000,000,000 to 20,000,000. No fractional shares will be issued in connection with the Reverse Stock Split. In lieu, thereof, each stockholder who would be entitled to receive a fractional share will be entitled to receive a cash payment equal to the product of the closing price on the day immediately prior to effectiveness of the Reverse Stock Split and the amount of the fractional share.
The Reverse Stock Split will also result in proportional adjustments being made to all outstanding options, warrants, restricted stock units, performance stock units, or similar securities entitling their holders to receive or purchase shares of our Class A common stock.
The company’s publicly-traded warrants will continue to be traded under the symbol “HYZNW” and the CUSIP identifier for the warrants will remain unchanged.
Continental Stock Transfer and Trust Company (“Continental”), the Company’s transfer agent, will act as the exchange agent for the Reverse Stock Split. Continental will provide instructions to any stockholders with physical stock certificates regarding the process for exchanging their certificates for split-adjusted shares into “book-entry form.” Shares held by stockholders in “street name” will have their accounts automatically credited by their brokerage form, bank or other nominee, as will any stockholders who held their shares in book-entry form at Continental.
About Hyzon
Hyzon is a global supplier of high-performance hydrogen fuel cell technology focused on providing zero-emission power to decarbonize demanding industries. With agile, high-power technology designed for heavy-duty applications, Hyzon is at the center of a new industrial revolution fueled by hydrogen, the most abundant natural element, and a clean energy source. Hyzon is focusing on deploying its fuel cell technology in heavy-duty commercial vehicles in Class 8 and refuse collection vehicles across North America, as well as new markets such as stationary power applications. To learn more about how Hyzon partners across the hydrogen value chain to accelerate the clean energy transition, visit www.hyzonfuelcell.com.
Forward-Looking Statements
This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, express or implied forward-looking statements regarding the Company’s expectations, hopes, beliefs, intentions, or strategies for the future. You are cautioned that such statements are not guarantees of future performance and that the Company’s actual results may differ materially from those set forth in the forward-looking statements. All of these forward-looking statements are subject to risks and uncertainties that may change at any time. Factors that could cause the Company’s actual expectations to differ materially from these forward-looking statements include the Company’s ability improve its capital structure; Hyzon’s liquidity needs to operate its business and execute its strategy, and related use of cash; its ability to raise capital through equity issuances, asset sales or the incurrence of debt; the possibility that Hyzon may need to seek bankruptcy protection; Hyzon’s ability to fully execute actions and steps that would be probable of mitigating the existence of substantial doubt regarding its ability to continue as a going concern; our ability to enter into any desired strategic alternative on a timely basis, on acceptable terms; our ability to maintain the listing of our Common Stock on the Nasdaq Capital Market; retail and credit market conditions; higher cost of capital and borrowing costs; impairments; changes in general economic conditions; and the other factors under the heading “Risk Factors” set forth in the Company’s Annual Report on Form 10-K, as supplemented by the Company’s quarterly reports on Form 10-Q and current reports on Form 8-K. Such filings are available on our website or at www.sec.gov. You should not place undue reliance on these forward-looking statements, which are made only as of the date hereof. The Company undertakes no obligation to publicly update or revise forward-looking statements to reflect subsequent developments, events, or circumstances, except as may be required under applicable securities laws.
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Zepp Health Corporation Announces Plan to Implement ADS Ratio Change
MILPITAS, Calif., Sept. 6, 2024 /PRNewswire/ — Zepp Health Corporation (“Zepp Health” or the “Company”) ZEPP, a global leader in smart wearables and health technology, today announced that it will change the ratio of its American depositary shares (“ADSs”) to its Class A ordinary shares (the “ADS Ratio”) from one (1) ADS representing four (4) Class A ordinary shares to one (1) ADS representing sixteen (16) Class A ordinary shares.
For the Company’s ADS holders, the change in the ADS Ratio will have the same effect as a one-for-four reverse ADS split. A post-effective amendment to the ADS Registration Statement on Form F-6 will be filed with the SEC to reflect the change in the ADS Ratio. The Company anticipates that the change in the ADS Ratio will be effective on or about September 16, 2024 (U.S. Eastern Time), subject to the effectiveness of the post-effective amendment to the ADS Registration Statement on Form F-6 on or before that date.
Each ADS holder of record at the close of business on the date when the change in ADS Ratio is effective will be required to surrender and exchange every four (4) existing ADSs then held for one (1) new ADS. Deutsche Bank Trust Company Americas, as the depositary bank for the Company’s ADS program, will arrange for the exchange of the current ADSs for the new ones.
No fractional new ADSs will be issued in connection with the change in the ADS Ratio. Instead, fractional entitlements to new ADSs will be aggregated and sold by the depositary bank and the net cash proceeds from the sale of the fractional ADS entitlements (after deduction of fees, taxes and expenses, where applicable) will be distributed to the applicable ADS holders by the depositary bank. The change in the ADS Ratio will have no impact on the Company’s underlying Class A ordinary shares, and no Class A ordinary shares will be issued or cancelled in connection with the change in the ADS Ratio. The Company’s ADSs will continue to be traded on the New York Stock Exchange under the ticker symbol “ZEPP.”
As a result of the change in ADS Ratio, the ADS trading price is expected to increase proportionately, although the Company can give no assurance that the ADS trading price after the change in the ADS Ratio will be equal to or greater than four times the ADS trading price before the change.
About Zepp Health Corporation
Zepp Health ZEPP, a global smart wearable and health technology leader, empowers users to live their healthiest lives through its leading consumer brands, including Amazfit, Zepp Clarity, and Zepp Aura. Leveraging its proprietary Zepp Digital Health Management Platform, Zepp Health delivers actionable insights and guidance to users worldwide. With a presence in over 90 countries and a robust ecosystem of products and services, Zepp Health is at the forefront of advancing wearable intelligence and digital health technology.
For more information on Zepp Health and its products, please visit www.zepp.com.
Safe Harbor Statement
This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the cooperation with Xiaomi, the recognition of the Company’s self-branded products; the Company’s growth strategies; trends and competition in global wearable technology market; changes in the Company’s revenues and certain cost or expense accounting policies; governmental policies relating to the Company’s industry and general economic conditions in China and the global. Further information regarding these and other risks is included in the Company’s filings with the United States Securities and Exchange Commission. All information provided in this press release and in the attachments is as of the date of this press release, and the Company undertakes no obligation to update any forward-looking statement, except as required under applicable law.
For investor and media inquiries, please contact:
Zepp Health Corporation
Grace Yujia Zhang
Email: ir@zepp.com
Piacente Financial Communications
Email: zepp@tpg-ir.com
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SOURCE Zepp Health Corp.
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Benzinga's 'Stock Whisper' Index: 5 Stocks Investors Secretly Monitor But Don't Talk About Yet
Each week, Benzinga’s Stock Whisper Index uses a combination of proprietary data and pattern recognition to showcase five stocks that are just under the surface and deserve attention.
Investors are constantly on the hunt for undervalued, under-followed and emerging stocks. With countless methods available to retail traders, the challenge often lies in sifting through the abundance of information to uncover new opportunities and understand why certain stocks should be of interest.
Here’s a look at the Benzinga Stock Whisper Index for the week of Sept. 6:
Oracle Corporation ORCL: The technology giant is seeing strong interest from Benzinga readers ahead of Monday’s first-quarter financial results.
The company is expected to report earnings per share of $1.33, up from $1.19 in last year’s first quarter, according to data from Benzinga Pro. The company has beaten earnings per share estimates from analysts in seven straight quarters and eight of the past 10 quarters overall.
Analysts estimate the company will report first-quarter revenue of $13.24 billion, up from $12.94 billion in last year’s first quarter. The company has missed revenue estimates from analysts in four straight quarters and six of the past 10 quarters overall.
Oracle highlighted AI demand in the fourth quarter with more than 30 AI sales contracts valued at over $12.5 billion signed, including a large contract with OpenAI. Oracle also announced a partnership with Google Cloud at the time.
Oracle shares are up 2.3% over the last five days, as seen on the Benzinga Pro chart below. Oracle stock is up 38% year-to-date in 2024.
Novavax Inc NVAX: Shares of the vaccine company were up over 4% in the past five days with news that the FDA granted Emergency Use Authorization of the company’s updated COVID-19 vaccine. The updated vaccine is included in the recommendations from the U.S. Centers for Disease Control and Prevention (CDC).
The vaccine is the only protein-based option available in the U.S. for people aged 12 and older for the prevention of COVID-19. The company could also be drawing interest from investors ahead of two company presentations next week. Novavax will present at H.C. Wainwright and Baird investor conferences on Monday, Sept. 9 and Tuesday, Sept. 10, respectively.
Wheeler Real Estate Investment Trust WHLR: Shares of the real estate investment trust surged over 500% on the week after the company announced a circuit court affirmed the dismissal of a class action lawsuit involving holders of Cedar Realty preferred stock. Wheeler acquired Cedar in August 2022 and the lawsuit alleged a breach of contract related to Cedar’s former board of directors.
“With this matter behind us, both companies remain well-positioned to execute on their strategic plans,” Cedar and Wheeler CEO Andrew Franklin said.
The company owns 77 grocery-anchored shopping centers in the Northeast, Mid-Atlantic and Southeast covering 14 states. With the lawsuit behind the company, investors could see a positive long-term outlook.
Equinix Inc EQIX: The data center company saw strong interest from investors on the week with shares up minimally. The company announced it issued $750 million in green bonds across two completed offerings. The green bonds are being used to help with sustainability initiatives for the company.
“Green bonds serve as a valuable means to secure funding and support significant initiatives that enhance the sustainability of our operations,” Equinix SVP Corporate Finance and Sustainability Katrina Rymill said. “Over the last five years, our green bonds have funded 172 green building projects across 105 sites, 33 energy efficient projects and two Power Purchase Agreement projects.”
The new green bonds could help the company continue to invest in new efforts to help support the company’s 86 consecutive quarters of top-line revenue growth, which the company said is the longest streak of any S&P 500 company.
Tenon Medical Inc TNON: Investor interest in the medical device company grew during the week thanks to two items. The company announced a 1:8 reverse stock split on Sept. 4 that took effect on Sept. 6. Reverse stock splits often draw attention from retail investors as they reduce the float and shares outstanding of a company.
Tenon also announced a peer-reviewed publication of its Catamaran SI Joint Fusion System. The peer review showed evidence of fusion at the 12-month mark post-procedure, the company said.
Stay tuned for next week’s report, and follow Benzinga Pro for all the latest headlines and top market-moving stories here.
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AdvisorShares Announces Reverse Split of ETF
BETHESDA, Md., Aug. 30, 2024 /PRNewswire/ — AdvisorShares, a leading sponsor of actively managed exchange-traded funds (ETFs), has announced a reverse split of the issued and outstanding shares of the AdvisorShares Psychedelics ETF. The split will not change the total value of a shareholder’s investment.
Effective before market open on September 10, 2024, the Fund will affect a reverse split of its issued and outstanding shares as follows:
Fund Name |
Reverse Split Ratio |
Approximate decrease in total |
AdvisorShares Psychedelics ETF |
1 for 10 |
90 % |
Please note the CUSIP changes, effective September 10, 2024:
Fund Name |
Ticker |
Current CUSIP |
New CUSIP |
AdvisorShares Psychedelics ETF |
PSIL |
00768Y362 |
00768Y297 |
As a result of this reverse split, every ten shares of the Fund will be exchanged for one share as indicated above. Accordingly, the total number of the issued and outstanding shares for the Fund will decrease by the approximate percentage indicated above. In addition, the per share net asset value (NAV) and next day’s opening market price will be approximately ten times higher for the Fund. Shares of the Fund will begin trading on the NYSE Arca on a split-adjusted basis on September 10, 2024.
A shareholder’s investment value will not be affected by the reverse split. The table below illustrates the effect of a hypothetical one-for-ten reverse split anticipated for the Fund, as applicable and described above:
1-for-10 Reverse Split
Period |
# of Shares Owned |
Hypothetical NAV |
Total Market Value |
Pre-Split |
100 |
$10 |
$1,000 |
Post-Split |
10 |
$100 |
$1,000 |
The Trust’s transfer agent will notify the Depository Trust Company (DTC) of the reverse split and instruct DTC to adjust each shareholder’s investment(s) accordingly. DTC is the registered owner of the Fund’s shares and maintains a record of the Fund’s record owners.
Redemption of Fractional Shares and Tax Consequences for the Reverse Split
As a result of the reverse split, a shareholder of the Fund’s shares potentially could hold a fractional share. However, fractional shares cannot trade on the NYSE Arca. Thus, the Fund will redeem for cash a shareholder’s fractional shares at the Fund’s split-adjusted NAV as of the Effective Date. A shareholder could recognize a gain or loss in connection with the redemption of the shareholder’s fractional shares.
“Odd Lot” Unit
As a result of the reverse split, the Fund may have outstanding one aggregation of less than 5,000 shares to make a creation unit, or an “odd lot unit.” Thus, the Fund will provide one authorized participant with a one-time opportunity to redeem the odd lot unit after the split-adjusted NAV is struck on September 10. 2024.
About AdvisorShares
AdvisorShares is a leading provider of actively managed ETFs. For financial professionals and investors requesting more information, call 1-877-843-3831 or visit www.advisorshares.com. Follow @AdvisorShares on X(Twitter) and LinkedIn for more insights.
Investors should consider the investment objectives, risks, charges and expenses carefully before investing. For a prospectus or summary prospectus with this and other information about the Fund, please call 1-877-843-3831 or visit our website at www.advisorshares.com. Read the prospectus or summary prospectus carefully before investing.
Foreside Fund Services, LLC, distributor.
There is no guarantee that the Fund will achieve its investment objective. An investment in the Fund is subject to risk, including the possible loss of principal amount invested.
Psychedelic drugs, also known as hallucinogens, are a group of substances, including psilocybin, that are used to change and enhance sensory perceptions, thought processes, and energy levels. Psychedelic medicines, therapeutics, and healthcare treatments may be used in the treatment of illnesses such as depression, addiction, anxiety and post-traumatic stress disorder. Psychedelic medicine companies include life sciences companies having significant business activities in, or significant exposure to, the psychedelics industry including producers or distributors of psychedelic medicines, biotechnology companies engaged in research and development of psychedelic medicines, and companies that are part of the supply chain for psychedelics.
Psychedelics Companies Risk. Psychedelics companies are subject to various laws and regulations that may differ at the state/local and federal level. These laws and regulations may significantly affect a psychedelics company’s ability to secure financing, impact the market for psychedelics and business sales and services, and set limitations on psychedelics use, production, transportation, and storage. There can be no guarantees that such approvals or administrative actions will happen or be favorable for psychedelics companies, and such actions may be subject to lengthy delays, and may require length and expensive clinical trials. Additionally, therapies containing controlled substances may generate public controversy. Political and social pressures and adverse publicity could lead to delays in approval of, and increased expenses for, companies and any future therapeutic candidates they may develop. All of these factors and others may prevent psychedelics companies from becoming profitable, which may materially affect the value of certain Fund investments. In addition, psychedelics are subject to the risks associated with the biotechnology and pharmaceutical industries.
In Canada, certain psychedelic drugs, including psilocybin, are classified as Schedule III drugs under the Controlled Drugs and Substances Act (“CDSA”) and, as such, medical and recreational use is illegal under Canadian federal laws. In the United States, certain psychedelic drugs, including psilocybin, are classified as Schedule I drugs under the Controlled Substances Act (“CSA”) and the Controlled Substances Import and Export Act (the “CSIEA”) and, as such, medical and recreational use is illegal under the U.S. federal laws. There is no guarantee that psychedelic drugs or psychedelic-inspired drugs will ever be approved as medicines in either jurisdiction.
In the United States, scheduling determinations by the Drug Enforcement Agency (“DEA”) are dependent on Food and Drug Administration (“FDA”) approval of a substance or a specific formulation of a substance. Unless and until psilocybin, psilocin, or other psychedelics-based products receive FDA approval, such products may be prohibited from sale, which could limit the growth opportunities for certain portfolio companies of the Fund. Even if approved by the FDA, the manufacture, importation, exportation, domestic distribution, storage, sale, and legitimate use of such products will continue to be subject to a significant degree of regulation by the DEA.
Security prices of small cap companies may be more volatile than those of larger companies and therefore the Fund’s share price may be more volatile than those of funds that invest a larger percentage of their assets in securities issued by larger-cap companies. These risks are even greater for micro-cap companies.
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