Safe-T Group Ltd. Announces Plan to Implement ADS Ratio Change From 1:1 to 1:10 Ordinary Shares
October 24 2022 - 8:30AM
Safe-T Group Ltd. (NASDAQ: SFET) (TASE: SFET) (“Safe-T” or the
“Company”), a global provider of cybersecurity and privacy
solutions to consumers and enterprises, today announced that it
plans to change the ratio of its American Depositary Shares
("ADSs") to its Ordinary Shares (the "ADS Ratio"), no par
value per share, from the current ADS Ratio of one (1) ADS to
one (1) Ordinary Share, to a new ADS Ratio of one (1) ADS to ten
(10) Ordinary Shares (the "ADS Ratio Change"). The Company
anticipates that the ADS Ratio Change will be effective on or
about November 8, 2022.
There will be no change to the Company's
Ordinary Shares. The effect of the ADS Ratio Change on the ADS
trading price on the Nasdaq Capital Market is expected to take
place at the open of trading on November 8, 2022 (U.S. Eastern
Time). Effective November 8, 2022, ADS holders of record in
certified form will be required on a mandatory basis to surrender
their ADSs to the depositary bank for the Company’s ADS program,
The Bank of New York Mellon (the “Depositary Bank”), for
cancellation and will receive one (1) new ADS in exchange for every
ten (10) existing ADSs then held in connection with the ADS Ratio
Change, with further details to be provided in the notice by the
Depositary Bank. Holders of uncertificated ADSs in the Direct
Registration System (DRS) and in The Depository Trust Company (DTC)
will have their ADSs automatically exchanged and need not take any
action. The exchange of every ten (10) then-held (existing) ADSs
for one (1) new ADS will occur automatically, at the effective
date, with the then-held ADSs being cancelled and new ADSs being
issued by the Depositary Bank.
As of the effective date for the ADS Ratio
Change, the Company’s ADSs will continue to be traded on the Nasdaq
under the symbol "SFET" with a new CUSIP Number 78643B500. The
Company will file a post-effective amendment to its registration
statement on Form F-6 with the United States Securities
and Exchange Commission to reflect the ADS Ratio Change.
All options and
warrants to acquire ADSs of the Company outstanding immediately
prior to the ADS Ratio Change, will be appropriately adjusted by
dividing the number of Ordinary Shares into which the options and
warrants are exercisable by 10 and multiplying the exercise price
thereof by 10, as a result of the ADS Ratio Change.
The ADS Ratio Change will not impact any
shareholder’s percentage ownership of the Company or voting power.
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) will be distributed to the
applicable ADS holders by the Depositary Bank.
As a result of the change in the ADS Ratio, the
ADS price is expected to increase proportionally, although the
Company can give no assurance that the ADS price after the change
in the ADS ratio will be equal to or greater than the ADS price on
a proportionate basis. The Company believes that the change in
the ADS Ratio will help the Company to maintain compliance with
Nasdaq listing requirements. However, the Company can give no
assurance that this goal will be achieved.
About Safe-T® Group Ltd.
Safe-T Group Ltd. (Nasdaq, TASE: SFET) is a
global provider of cyber-security and privacy solutions to
consumers and enterprises. The Company operates in three distinct
segments. The segments include, enterprise cyber-security
solutions, enterprise privacy solutions, and consumer
cyber-security and privacy solutions.
Our cyber-security and privacy solutions for
consumers provide a wide security blanket against ransomware,
viruses, phishing, and other online threats, as well as a powerful,
secured, and encrypted connection, masking their online activity
and keeping them safe from hackers. The solutions are designed for
both advanced and basic users, ensuring full protection for all
personal and digital information.
Our privacy solutions for enterprises are based
on our advanced and secured proxy network, the world’s fastest,
enabling our customers to collect data anonymously at any scale
from any public sources over the web using a unique hybrid network.
Our network is the only one of its kind that is comprised of
millions of residential exit points based on our proprietary
reflection technology and hundreds of servers located at our ISP
partners around the world. The infrastructure is optimally designed
to guarantee the privacy, quality, stability, and the speed of the
service.
Our cyber-security solutions for enterprises,
designed for cloud, on-premises, and hybrid networks, mitigates
attacks on enterprises’ business-critical services and sensitive
data, while ensuring uninterrupted business continuity.
Organizational data access, storage, and exchange use cases, from
outside the organization or within, are secured according to the
“validate first, access later” philosophy of Safe-T’s zero trust.
Our ZoneZero® solutions are available by our reseller, TerraZone
Ltd., a global information security provider, as a solution or
cloud service.
For more information about Safe-T, visit
www.safetgroup.com
Forward-Looking Statements
This press release contains forward-looking
statements within the meaning of the “safe harbor” Words such as
“expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,”
“estimates” and similar expressions or variations of such words are
intended to identify forward-looking statements. For example,
Safe-T is using forward-looking statements in this press release
when it discusses the plan to implement ADS ratio change and the
implications thereof including the potential increase of its ADS
price as a result of the ADS Ratio Change, the timing thereof and
the Company’s belief that the ADS Ratio Change will help to
maintain compliance with Nasdaq listing requirements]. Because such
statements deal with future events and are based on Safe-T’s
current expectations, they are subject to various risks and
uncertainties and actual results, performance or achievements of
Safe-T could differ materially from those described in or implied
by the statements in this press release. The forward-looking
statements contained or implied in this press release are subject
to other risks and uncertainties, including those discussed under
the heading “Risk Factors” in Safe-T’s annual report on Form 20-F
filed with the Securities and Exchange Commission (“SEC”) on March
29, 2022, and in any subsequent filings with the SEC. Except as
otherwise required by law, Safe-T undertakes no obligation to
publicly release any revisions to these forward-looking statements
to reflect events or circumstances after the date hereof or to
reflect the occurrence of unanticipated events. References and
links to websites have been provided as a convenience, and the
information contained on such websites is not incorporated by
reference into this press release. Safe-T is not responsible for
the contents of third-party websites.
INVESTOR RELATIONS
CONTACTS:
Michal
Efraty+972-(0)52-3044404investors@safetgroup.com
Safe T (NASDAQ:SFET)
Historical Stock Chart
From Mar 2024 to Apr 2024
Safe T (NASDAQ:SFET)
Historical Stock Chart
From Apr 2023 to Apr 2024