Gulf Resources Clarifies the Possible Effect of the Proposed Reverse Stock Split on the Company’s Proposed 2019 Omnibus Equ...
November 29 2019 - 8:30AM
Gulf Resources, Inc. (Nasdaq: GURE) ("Gulf Resources" or the
"Company"), a leading manufacturer of bromine, crude salt and
specialty chemical products in China, today clarified the possible
effect of the proposed reverse stock split on the Company’s
proposed 2019 Omnibus Equity Incentive Plan.
On our 2019 third quarter earnings conference call held on
November 14, 2019, a shareholder asked a question about the
possible impact of the proposed reverse stock split on the proposed
2019 Omnibus Equity Incentive Plan that will be voted on at the
annual shareholders meeting on December 18, 2019. The Company would
like to clarify and make sure that all shareholders fully
understand this subject.
As disclosed in the definitive proxy statement filed with the US
Securities Exchange Commission (“SEC”) on November 1, 2019, the
Company has proposed to effect a reverse stock split to increase
the market price of its common stock so that the Company is able to
regain compliance with the NASDAQ minimum bid price
requirement.
As disclosed in the same definitive proxy statement, the Company
is seeking approval of the stockholders to adopt the Company’s 2019
Omnibus Equity Incentive Plan (the “2019 Plan”). If the 2019 Plan
is approved, awards under the 2019 Plan will be limited in the
aggregate to 10,341,989 shares of our common stock, inclusive of
the awards that were previously issued and outstanding under the
Company’s 2007 Equity Incentive Plan, as amended. The Company
believes that it has kept salaries and other expenses low and that
it is in the best interest of the Company to provide incentives to
its employees, directors, consultants, and advisors. Details of the
proposals on the reverse split and 2019 Plan are available on the
SEC’s website at
https://www.sec.gov/Archives/edgar/data/885462/000119380519001384/e619148_def14a-gulf.htm.
The Company’s 2019 Plan provides for proportionate adjustments
to the number of shares subject to the plan in the event of a
reverse stock split. Should the aforesaid reverse stock split be
effected, the 2019 Plan provides for proportionate adjustments to
the number of shares available for issuance and awardable, and as
applicable, automatic proportionate adjustments to the shares
awarded and the exercise price, grant price or purchase price
relating to awards under such plan. Accordingly, if both proposals
are approved by the stockholders and the reverse stock split is
implemented by the board of directors, upon the effectiveness of
the reverse stock split, the number of all outstanding equity
awards, the number of shares available for issuance and awardable
and the exercise price, grant price or purchase price relating to
any award under the 2019 Plan will be proportionately adjusted
using the split ratio determined by the board of directors (subject
to the treatment of fractional shares). For example, if a 1-for-4
reverse stock split is effected, the 4,895,989 shares that remain
available for issuance under the incentive plan as of November 1,
2019, would be adjusted to 1,223,997 shares.
The Company is in the process of making efforts to regain
compliance with the NASDAQ requirements, and return to its
profitability.
If any shareholders have any questions about the proposals on
the reverse split or the 2019 Plan, they are urged to contact the
Company in a timely manner.
About Gulf Resources, Inc. Gulf Resources, Inc.
operates through three wholly-owned subsidiaries, Shouguang City
Haoyuan Chemical Company Limited ("SCHC"), Shouguang Yuxin Chemical
Industry Co., Limited ("SYCI"), and Daying County Haoyuan Chemical
Company Limited (“DCHC”). The company believes that it is one of
the largest producers of bromine in China. Elemental Bromine is
used to manufacture a wide variety of compounds utilized in
industry and agriculture. Through SYCI, the company manufactures
chemical products utilized in a variety of applications, including
oil and gas field explorations and papermaking chemical agents, and
materials for human and animal antibiotics. DCHC was established to
further explore and develop natural gas and brine resources
(including bromine and crude salt) in China. For more information,
visit www.gulfresourcesinc.com.Forward-Looking
StatementsCertain statements in this news release contain
forward-looking information about Gulf Resources and its
subsidiaries business and products within the meaning of Rule 175
under the Securities Act of 1933 and Rule 3b-6 under the Securities
Exchange Act of 1934, and are subject to the safe harbor created by
those rules. The actual results may differ materially depending on
a number of risk factors including, but not limited to, the general
economic and business conditions in the PRC, future product
development and production capabilities, shipments to end
customers, market acceptance of new and existing products,
additional competition from existing and new competitors for
bromine and other oilfield and power production chemicals, changes
in technology, the ability to make future bromine asset purchases,
and various other factors beyond its control. All forward-looking
statements are expressly qualified in their entirety by this
Cautionary Statement and the risks factors detailed in the
company's reports filed with the Securities and Exchange
Commission. Gulf Resources undertakes no duty to revise or update
any forward-looking statements to reflect events or circumstances
after the date of this release.Gulf Resources, Inc.
Web: http://www.gulfresourcesinc.com
Director of Investor Relations
Helen Xu (Haiyan Xu)
beishengrong@vip.163.com
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