ToughBuilt Industries Announces Distribution of Series H Preferred Stock to Holders of its Common Stock
September 21 2023 - 4:15PM
ToughBuilt Industries Inc. (NASDAQ: TBLT; TBLTW) (“ToughBuilt” or
the “Company”) today announced that its Board of Directors declared
a dividend of one one-thousandth of a share of newly-designated
Series H Preferred Stock, par value $0.0001 per share, for each
outstanding share of ToughBuilt common stock held of record as of
5:00 p.m. Eastern Time on October 2, 2023. The shares of
Series H Preferred Stock will be distributed to such
recipients at 5:00 p.m. Eastern Time on October 17, 2023. The
outstanding shares of Series H Preferred Stock will vote together
with the outstanding shares of the Company’s common stock, as a
single class, exclusively with respect to a proposal giving the
Board of Directors the authority, as it determines appropriate, to
implement a reverse stock split, as well as any proposal to adjourn
any meeting of stockholders called for the purpose of voting on the
reverse stock split, and will not be entitled to vote on any other
matter, except to the extent required under the Nevada Revised
Statutes. Subject to certain limitations, each outstanding share of
Series H Preferred Stock will have 1,000,000 votes per share (or
1,000 votes per one one-thousandth (0.001) of a share of Series H
Preferred Stock).
All shares of Series H Preferred Stock that are
not present in person or by proxy at the meeting of stockholders
held to vote on the above described proposals as of immediately
prior to the opening of the polls at such meeting will
automatically be redeemed by the Company. Any outstanding shares of
Series H Preferred Stock that have not been so redeemed will be
redeemed if such redemption is ordered by ToughBuilt’s Board of
Directors or automatically upon the approval by ToughBuilt’s
stockholders of the above described proposals.
The Series H Preferred Stock will be
uncertificated, and no shares of Series H Preferred Stock will be
transferable by any holder thereof except in connection with a
transfer by such holder of any shares of the Company’s common stock
held by such holder. In that case, a number of one one-thousandths
of a share of Series H Preferred Stock equal to the number of
shares of ToughBuilt’s common stock to be transferred by such
holder would be transferred to the transferee of such shares of
common stock.
Further details regarding the Series H Preferred
Stock will be contained in a report on Form 8-K to be filed by
ToughBuilt with the Securities and Exchange Commission.
ABOUT TOUGHBUILT INDUSTRIES, INC.
ToughBuilt is an advanced product design, manufacturer, and
distributor with emphasis on innovative products. Currently focused
on tools and other accessories for the professional and
do-it-yourself construction industries. We market and distribute
various home improvement and construction product lines for both
the do-it-yourself and professional markets under the TOUGHBUILT
brand name, within the global multibillion dollar per year tool
market industry. All our products are designed by our in-house
design team. Since launching product sales in 2013, we have
experienced significant annual sales growth. Our current product
line includes three major categories, with several additional
categories in various stages of development, consisting of Soft
Goods & Kneepads and Sawhorses & Work Products. Our mission
is to provide products to the building and home improvement
communities that are innovative, of superior quality derived in
part from enlightened creativity for our end users while enhancing
performance, improving well-being and building high brand loyalty.
Additional information about the Company is available
at: https://www.toughbuilt.com/.
FORWARD-LOOKING STATEMENTS
This press release contains “forward-looking statements.” Such
statements may be preceded by the words “intends,” “may,” “will,”
“plans,” “expects,” “anticipates,” “projects,” “predicts,”
“estimates,” “aims,” “believes,” “hopes,” “potential” or similar
words. Forward-looking statements are not guarantees of future
performance, are based on certain assumptions and are subject to
various known and unknown risks and uncertainties, many of which
are beyond the Company’s control, and cannot be predicted or
quantified and consequently, actual results may differ materially
from those expressed or implied by such forward-looking statements.
Such risks and uncertainties include, without limitation, risks and
uncertainties associated with (i) the impact of the worldwide
COVID-19 pandemic and government actions, on our business, (ii)
supply chain disruptions, (iii) inflationary and interest rate
concerns and the impact on consumers, (iv) cybersecurity breaches
and threats, (v) market acceptance of our existing and new
products, (vi) delays in bringing products to key markets; (vii) an
inability to secure regulatory approvals for the ability to sell
our products in certain markets, (viii) intense competition in our
industry from much larger, multinational companies, (ix) product
liability claims, (x) product malfunctions, (xi) our limited
manufacturing capabilities and reliance on subcontractors for
assistance, (xii) our efforts to successfully obtain and maintain
intellectual property protection covering our products or defend
ourselves from third parties’ infringement claims, (xiii) our
reliance on a single supplier for certain product components, (xiv)
the fact that we will need to raise additional capital to meet our
business requirements in the future and that such capital raising
may be costly, dilutive or difficult to obtain and (xv) the fact
that we conduct business in multiple foreign jurisdictions,
exposing us to tariffs, foreign currency exchange rate
fluctuations, logistical and communications challenges, burdens and
costs of compliance with foreign laws and political and economic
instability in each jurisdiction and (xvi) changes in e-commerce
marketplaces. 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 Securities and Exchange Commission (SEC), including
our Annual Report on Form 10-K and our subsequent Quarterly Reports
on Form 10-Q. 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 encourages you to consider
all of these risks, uncertainties and other factors carefully in
evaluating the forward-looking statements contained in this press
release. As a result of these matters, changes in fact, assumptions
not being realized or other circumstances, the Company's actual
results may differ materially from the expected results discussed
in the forward-looking statements contained in this press release.
The forward-looking statements made in this press release are made
only as of the date of this press release, and the Company
undertakes no obligation to update them to reflect subsequent
events or circumstances.
Investor Relations Contact:
KCSA Strategic CommunicationsDavid
Hanovertoughbuilt@kcsa.com
Source: ToughBuilt Industries, Inc
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