AUUD Auddia Inc

via NewMediaWire – Auddia Inc., (“Auddia” or the “Company”) (Nasdaq: AUUD, AUUDW), a proprietary AI platform for audio identification and classification and related technologies, that is reinventing how consumers engage with AM/FM radio, podcasts, and other audio content, today announced that effective before market open on Tuesday February 27, 2024, it will complete a 1-for-25 reverse stock split of its common stock.

On December 29, 2023, the Company’s stockholders approved an amendment to the Company’s Certificate of Incorporation to affect a reverse stock split with the exact ratio to be set by its Board of Directors. The Board resolved to set the reverse stock split at the ratio of 1-for-25. The Company filed an amendment to its Certificate of Incorporation with the Secretary of State in Delaware effective February 26, 2024, at 5:00 p.m. Eastern Time. As a result, every twenty five (25) issued shares of common stock will automatically be combined into one share of common stock.

The Company believes that affecting the reverse stock split will assist in its efforts to meet the Nasdaq continued listing standards and to continue to have its common stock remain listed and traded on Nasdaq. In particular, the Company expects the reverse stock split to increase the per share price and bid price of its common stock above the $1.00 required by Nasdaq’s Minimum Bid Price Rule.

Shares of the Company’s common stock will be assigned a new CUSIP number (05072K 206) and are expected to begin trading on a split-adjusted basis on Tuesday, February 27, 2024.

The reverse stock split will not change the authorized number of shares of the Company’s common stock. No fractional shares will be issued and any fractional shares resulting from the reverse stock split will be rounded up to the nearest whole share. Therefore, stockholders with less than 25 shares will receive one share of stock.

The reverse stock split will apply to the Company’s outstanding warrants, stock options and restricted stock units.  The number of shares of common stock into which these outstanding securities are convertible or exercisable will be adjusted proportionately as a result of the reverse stock split.  The exercise prices of any outstanding warrants or stock options will also be proportionately adjusted in accordance with the terms of those securities and the Company’s equity incentive plans.

Once the reverse stock split becomes effective, stockholders holding shares through a brokerage account will have their shares automatically adjusted to reflect the 1-for-25 reverse stock split. Existing stockholders holding common stock certificates will receive a letter of transmittal from Auddia’s transfer agent, Vstock Transfer, with specific instructions regarding the exchange of shares.

The Company expects to have its issued and outstanding common shares decrease from approximately 20.47 million pre-split shares to approximately 818,000 post-split shares outstanding as a result of the reverse stock split.

About Auddia Inc.

Auddia, through its proprietary AI platform for audio identification and classification and related technologies, is reinventing how consumers engage with AM/FM radio, podcasts, and other audio content. Auddia’s flagship audio superapp, called faidr, brings two industry firsts to the audio-streaming landscape: subscription-based, ad-free listening on any AM/FM radio station and podcasts with interactive digital feeds that support deeper stories and open untapped revenue streams to podcasters. faidr also delivers exclusive content and playlists, and showcases exciting new artists, hand-picked by curators and DJs. Both differentiated offerings address large and rapidly growing audiences with strong purchase intent. For more information, visit: www.auddia.com

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 about the Company's current expectations about future results, performance, prospects and opportunities. Statements that are not historical facts, such as "anticipates," "believes" and "expects" or similar expressions, are forward-looking statements. These forward-looking statements are based on the current plans and expectations of management and are subject to a number of uncertainties and risks that could significantly affect the Company's current plans and expectations, as well as future results of operations and financial condition. These and other risks and uncertainties are discussed more fully in our filings with the Securities and Exchange Commission. Readers are encouraged to review the section titled "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2022, as well as other disclosures contained in the Prospectus and subsequent filings made with the Securities and Exchange Commission. Forward-looking statements contained in this announcement are made as of this date and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Investor Contacts:Kirin M. SmithPCG Advisory, Inc.646.823.8656ksmith@pcgadvisory.com