A. H. Belo Corporation Announces Reverse Stock Split
May 18 2021 - 4:20PM
A. H. Belo Corporation (NYSE: AHC) (the “Company”) today announced
that its Board of Directors (the “Board”) has approved a reverse
stock split of all of the issued and outstanding and treasury
shares of common stock, par value $0.01 per share, of the Company,
at a reverse stock split ratio of 1-for-4. The Company’s
shareholders granted authority to the Board to effect the reverse
stock split at the Company’s 2021 Annual Meeting of Shareholders
held on May 13, 2021. The reverse stock split is expected to become
effective at 12:01 a.m. Central Daylight Time on June 8, 2021
(the “Effective Time”). The Company’s Series A common stock will
continue to trade on the New York Stock Exchange (“NYSE”) under the
symbol “AHC” and is expected to begin trading on a post-split basis
when the market opens on June 8, 2021.
At the Effective Time, every four shares of the Company’s issued
and outstanding Series A common stock and Series B common stock
(and any such shares held in treasury) will be converted into one
share of Series A common stock and Series B common stock,
respectively. The reverse stock split and related charter amendment
will also proportionately reduce the number of the Company’s
authorized common shares from 125,000,000 to 31,250,000.
The reverse stock split will not modify any rights or
preferences of the Company’s Series A common stock or Series B
common stock. No fractional shares will be issued in connection
with the reverse stock split. Shareholders who otherwise would be
entitled to receive fractional shares will instead receive an
amount of cash based on the closing price per share of the Series A
common stock on the NYSE at the close of business on the trading
day preceding the date of the Effective Time. The new CUSIP number
for the Company’s Series A common stock following the reverse
stock split will be 001282 300.
Computershare Trust Company, N.A. (“Computershare”), the
Company’s transfer agent, will act as the exchange agent for the
reverse stock split. Shareholders with certificated shares will
receive a letter of transmittal from Computershare with
instructions on how to surrender certificates representing
pre-split shares. Shareholders should not send in their pre-split
certificates until they receive a letter of transmittal from
Computershare. Shareholders with book-entry shares or who hold
their shares through a bank, broker or other nominee will not need
to take any action.
Additional information about the reverse stock split and the
related charter amendment can be found in the Company’s definitive
proxy statement filed with the Securities and Exchange Commission
on April 2, 2021.
About A. H.
Belo Corporation
A. H. Belo Corporation is the leading local news and information
publishing company in Texas. The Company has a growing presence in
emerging media and digital marketing, and maintains capabilities
related to commercial printing, distribution and direct mail. A. H.
Belo delivers news and information in innovative ways to a broad
range of audiences with diverse interests and lifestyles. For
additional information, visit www.ahbelo.com or email
invest@ahbelo.com.
Statements in this communication concerning A. H. Belo
Corporation’s business outlook or future economic performance,
revenues, expenses, and other financial
and non-financial items that are not historical facts,
including statements about the Company’s expectations relating to
the reverse stock split and its plans to regain NYSE compliance,
are “forward-looking statements” as the term is defined under
applicable federal securities laws. Forward-looking statements are
subject to risks, uncertainties and other factors that could cause
actual results to differ materially from those statements. Such
risks, trends and uncertainties are, in most instances, beyond the
Company’s control, and include changes in advertising demand and
other economic conditions; consumers’ tastes; newsprint prices;
program costs; labor relations; cybersecurity incidents; technology
obsolescence; and the current and future impacts of the COVID-19
pandemic. Among other risks, there can be no guarantee that the
board of directors will approve a quarterly dividend in future
quarters; as well as other risks described in the Company’s Annual
Report on Form 10-K and in the Company’s other public
disclosures and filings with the Securities and Exchange
Commission. Forward-looking statements, which are as of the date of
this filing, are not updated to reflect events or circumstances
after the date of the statement.
Contact:Katy Murray214-977-8869
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