ZW Data Action Technologies Inc. Announces Reverse Stock Split
January 17 2023 - 4:05PM
ZW Data Action Technologies Inc. (Nasdaq: CNET) (“ZW Data” or the
“Company”), an integrated online advertising, precision marketing,
data analytics, and other value-added services company, announced
today that its Board of Directors has approved a reverse stock
split of its common stock, par value $0.001 per share (the “Common
Stock”) at a ratio of 1-for-5 (the “Reverse Stock Split”). The
Reverse Stock Split is expected to become effective on January 18,
2023 (the “Effective Date”), and the shares are expected to begin
trading on the split-adjusted basis on the Nasdaq under the
Company’s existing trading symbol “CNET” at market open on January
20, 2023, upon Nasdaq’s approval. The new CUSIP number following
the Reverse Stock Split will be 98880R 208.
Under Nevada Revised Statutes (“NRS”) Section
78.207, the Company may decrease its authorized shares of Common
Stock and correspondingly decrease the number of issued and
outstanding shares of Common Stock by resolution adopted by the
Board of Directors, without obtaining the approval of the
stockholders. The Reverse Stock Split will be effected by the
Company filing a Certificate of Change (the “Certificate”) pursuant
to NRS Section 78.209 with the Secretary of State of the State of
Nevada on the Effective Date. As a result of the filing of the
Certificate, the number of shares of the Company’s authorized
Common Stock will be reduced from 100,000,000 shares to 20,000,000
shares and the issued and outstanding number of shares of the
Common Stock will be correspondingly decreased.
On the Effective Date, the total number of
shares of Common Stock held by each stockholder of the Company will
be converted automatically into the number of shares of Common
Stock equal to (i) the number of issued and outstanding shares of
Common Stock held by each such stockholder immediately prior to the
Reverse Stock Split, divided by (ii) 5, with such resulting number
of shares rounded up to the nearest whole share. The Company will
issue one whole share of the post-Reverse Stock Split Common Stock
to any stockholder who otherwise would have received a fractional
share as a result of the Reverse Stock Split. As a result, no
fractional shares will be issued in connection with the Reverse
Stock Split and no cash or other consideration will be paid in
connection with any fractional shares that would otherwise have
resulted from the Reverse Stock Split.
The Reverse Stock Split has no effect on the par
value of the Company’s Common Stock or authorized shares of
preferred stock. Immediately after the Reverse Stock Split, each
stockholder’s percentage ownership interest in the Company and
proportional voting power will remain unchanged, except for minor
changes and adjustments that will result from the treatment of
fractional shares. The rights and privileges of the holders of
shares of Common Stock will be substantially unaffected by the
Reverse Stock Split.
The Reverse Stock Split is primarily being
effected to regain compliance with the $1.00 minimum bid price
required for continued listing on The Nasdaq Capital Market under
Nasdaq Listing Rule 5550(a)(2).
Stockholders who are holding their shares in
electronic form at brokerage firms do not need to take any action,
as the effect of the Reverse Stock Split will automatically be
reflected in their brokerage accounts. Stockholders holding paper
certificates may (but are not required to) send the certificates to
the Company’s transfer agent and registrar, Empire Stock Transfer.
Empire Stock Transfer will issue a new stock certificate reflecting
the Reverse Stock Split to each requesting stockholder.
About ZW Data Action Technologies Inc.
Established in 2003 and headquartered in
Beijing, China, ZW Data Action Technologies Inc. (the “Company”)
offers online advertising, precision marketing, data analytics and
other value-added services for enterprise clients. Leveraging its
fully integrated services platform, proprietary database, and
cutting-edge algorithms, ZW Data Action Technologies delivers
customized, result-driven business solutions for small and
medium-sized enterprise clients in China. The Company also develops
blockchain and artificial intelligence enabled web/mobile
applications and software solutions for clients. More information
about the Company can be found at: http://www.zdat.com/.
Forward-looking Statement
This release includes “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. Forward-looking statements give our current
expectations, opinion, belief or forecasts of future events and
performance. A statement identified by the use of forward-looking
words including “will,” “may,” “expects,” “projects,”
“anticipates,” “plans,” “believes,” “estimate,” “should,” and
certain of the other foregoing statements may be deemed
forward-looking statements. These forward-looking statements are
subject to a number of risks, uncertainties and assumptions,
including market and other conditions. More detailed information
about the Company and the risk factors that may affect the
realization of forward-looking statements is set forth in the
Company’s filings with the SEC. Investors and security holders are
urged to read these documents free of charge on the SEC’s web site
at http://www.sec.gov. The Company undertakes no obligation to
update any such forward-looking statements after the date hereof to
conform to actual results or changes in expectations, except as
required by law.
For more information, please contact:Sherry Zheng Weitian Group
LLCEmail: shunyu.zheng@weitian-ir.comPhone: +1 718-213-7386
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