Jeffs’ Brands Announces Expected Implementation of 1-for-7 Reverse Share Split
02 November 2023 - 10:43PM
Jeffs’ Brands Ltd. (Nasdaq: JFBR) (“Company” or “Jeffs’ Brands”) a
data-driven e-commerce company operating on the Amazon Marketplace,
announced today that its previously announced reverse share split
of its issued and outstanding ordinary shares, no par value at a
ratio of 1-for-7, is expected to be implemented after market close
today. The Company's Ordinary Shares will begin trading on the
Nasdaq Capital Market on a post-split basis at the market open on
November 3, 2023, under the Company's existing trading symbol
"JFBR". The trading symbol “JFBRW” and CUSIP number for the
Company’s public warrants will remain unchanged following the
reverse share split.
The reverse share split was approved by the Company’s
shareholders at the Company’s Annual Meeting of Shareholders held
on September 5, 2023 to be effected in the board of
director’s discretion within approved parameters.
Following the implementation of the reverse split, the Company’s
authorized share capital will not be adjusted under the Company’s
articles of association, as currently in effect (the “Articles”),
which as of the date hereof consists of 43,567,567 Ordinary Shares,
no par value. The reverse split will adjust the number of issued
and outstanding Ordinary Shares of the Company from 8,321,632
Ordinary Shares to approximately 1,188,805 Ordinary Shares (subject
to any further adjustments based on the treatment of fractional
shares), out of which approximately 34.87% is held by Medigus Ltd.,
the Company’s controlling shareholder and approximately 17.65% is
held by Vik Hacmon, the Company’s CEO.
No fractional Ordinary Shares will be issued as a result of the
reverse split. In accordance with the Company’s Articles, all
fractional shares shall be rounded up to the nearest whole ordinary
share. In addition, a proportionate adjustment will be made to the
per share exercise price and the number of shares issuable upon the
exercise of all outstanding options or public and private warrants
entitling the holders to purchase Ordinary Shares.
About Jeffs’
Brands Ltd:
Jeffs’ Brands is transforming the world of e-commerce by
creating and acquiring products and turning them into market
leaders, tapping into vast, unrealized growth potential. Through
our stellar team’s insight into the FBA Amazon business model,
we’re using both human capability and advanced technology to take
products to the next level. For more information on Jeffs’ Brands
Ltd, visit https://jeffsbrands.com.
Forward-Looking Statement Disclaimer
This press release contains “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended, that are intended to be covered by the “safe harbor”
created by those sections. Forward-looking statements, which are
based on certain assumptions and describe our future plans,
strategies and expectations, can generally be identified by the use
of forward-looking terms such as “believe,” “expect,” “may,”
“should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,”
“anticipate” or other comparable terms. For example, we are using
forward-looking statements when we are discussing the
implementation of the reverse share split. Forward-looking
statements are neither historical facts nor assurances of future
performance. Instead, they are based only on our current beliefs,
expectations and assumptions regarding the future of our business,
future plans and strategies, projections, anticipated events and
trends, the economy and other future conditions. Because
forward-looking statements relate to the future, they are subject
to inherent uncertainties, risks and changes in circumstances that
are difficult to predict and many of which are outside of our
control. Our actual results and financial condition may differ
materially from those indicated in the forward-looking statements.
Therefore, you should not rely on any of these forward-looking
statements. Important factors that could cause our actual results
and financial condition to differ materially from those indicated
in the forward-looking statements include, among others, the
following: our ability to adapt to significant future alterations
in Amazon’s policies; our ability to sell our existing products and
grow our brands and product offerings, including by acquiring new
brands and expanding to FBM; our ability to meet our expectations
regarding the revenue growth and the demand for e-commerce; the
overall global economic environment; the impact of competition and
new e-commerce technologies; general market, political and economic
conditions in the countries in which we operate; projected capital
expenditures and liquidity; the impact of possible changes in
Amazon’s policies and terms of use; and the other risks and
uncertainties described in the Annual Report on Form 20-F for the
year ended December 31, 2022, filed with the U.S. Securities and
Exchange Commission (the “SEC”) on April 10, 2023, and our other
filings with the SEC. We undertake no obligation to publicly update
any forward-looking statement, whether written or oral, that may be
made from time to time, whether as a result of new information,
future developments or otherwise.
Investor Relations Contact:Michal EfratyAdi and Michal PR-
IRInvestor Relations, Israel+972-(0)52-3044404michal@efraty.com
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