Jones Energy, Inc. Announces Reverse Stock Split
August 20 2018 - 4:45PM
Jones Energy, Inc. (NYSE: JONE) (“Jones Energy” or “the Company”)
today announced that its Board of Directors has approved a reverse
stock split for the Company’s issued and outstanding Class A and
Class B common stock of 1 for 20, effective after market close on
Friday September 7, 2018. Jones Energy’s Class A common stock will
begin trading on a split-adjusted basis upon market opening the
following Monday, September 10, 2018 on the New York Stock Exchange
(“NYSE”) under the same ticker symbol, JONE, but with a new CUSIP.
The reverse stock split is intended to increase the market price
per share of the Company’s Class A common stock in order to comply
with the NYSE continued listing standards relating to minimum price
per share.
Jones Energy believes that maintaining its NYSE-listing enhances
its financial flexibility, provides more options for liability
management and enables broader investor access. Company CEO Carl
Giesler commented, “Regaining compliance is necessary for, and a
complement to, the progress we are making with our operating and
liability management strategy. We continue to work towards
improving our operations and right sizing our balance sheet to
create value for all Jones Energy stakeholders.”
On the effective date, every 20 shares of Jones Energy’s issued
and outstanding Class A and Class B common stock will automatically
be converted into one share of Class A and Class B common stock,
respectively. No fractional shares will be issued in conjunction
with the reverse stock split. If, as a result of the reverse stock
split, a stockholder would otherwise have been entitled to a
fractional share, the stockholder will receive a cash payment equal
to the fraction of which they would have otherwise been entitled
to.1 The reverse stock split will not impact any stockholder's
percentage ownership of Jones Energy or voting power, except for
minimal effects resulting from the treatment of fractional
shares.
Following the reverse stock split, the number of outstanding
shares of Class A common stock of Jones Energy will be reduced to
approximately 4.9 million from 98.0 million and the number of
outstanding shares of Class B common stock will be reduced to
approximately 0.2 million from 4.8 million for a total number of
shares of common stock outstanding of approximately 5.1 million
from 102.9 million. The overall and per person share limitations in
the Company’s Amended and Restated 2013 Omnibus Incentive Plan, and
outstanding awards will also be proportionally adjusted to reflect
the reverse stock split. The certificate of amendment to Jones
Energy’s certificate of incorporation in connection with the
reverse stock split will not decrease the number of authorized
shares of common stock. The conversion ratio for the Company’s
Series A Convertible Preferred Stock will be adjusted
proportionally.
American Stock Transfer & Trust LLC (AST), Jones Energy’s
stock transfer agent, will act as the exchange agent for the
reverse stock split.
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1 Each stockholder will be entitled to receive an amount in cash
equal to the fraction of one share to which such stockholder would
otherwise be entitled multiplied by the average of the high and low
trading prices of our Common Stock on the New York Stock Exchange
during regular trading hours for the five trading days immediately
preceding the effective date of the Reverse Stock Split.
About Jones Energy
Jones Energy, Inc. is an independent oil and natural gas company
engaged in the exploration, development and acquisition of oil and
natural gas properties in the Anadarko basin of Oklahoma and
Texas. Additional information about Jones Energy may be found
on the Company’s website at: www.jonesenergy.com.
Investor Contact:Page Portas, 512-493-4834Investor Relations
AssociateOrRobert Brooks, 512-328-2953Executive Vice President
& CFO
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. All
statements, other than statements of historical facts, included in
this press release that address activities, events or developments
that the Company expects, believes or anticipates will or may occur
in the future are forward-looking statements. Without limiting the
generality of the foregoing, forward-looking statements contained
in this press release specifically include the consummation of the
reverse stock split and the effects thereof. These statements
are based on certain assumptions made by the Company based on
management’s experience and perception of historical trends,
current economic and market conditions, anticipated future
developments and other factors believed to be appropriate. Such
statements are subject to a number of assumptions, risks and
uncertainties, many of which are beyond the control of the Company,
which may cause actual results to differ materially from those
implied or expressed by the forward-looking statements.
Any forward-looking statement speaks only as of the date on
which such statement is made and the Company undertakes no
obligation to correct or update any forward-looking statement,
whether as a result of new information, future events or otherwise,
except as required by applicable law.