SUMR Brands Announces Implementation of Reverse Stock Split
13 March 2020 - 7:15AM
SUMR Brands ("SUMR Brands" or the "Company") (NASDAQ: SUMR), a
global leader in premium infant and juvenile products, today
announced that it has filed a Certificate of Amendment to its
Amended and Restated Certificate of Incorporation to effect a
1-for-9 reverse stock split of its common stock to become effective
at 11:59 p.m. EDT on March 13, 2020, and the Company’s common stock
is expected to begin trading on a post-split basis at the open of
trading on March 16, 2020. The Company undertook the reverse stock
split to regain compliance with the $1.00 per share minimum price
bid requirement for continued listing on the Nasdaq Capital Market.
As previously announced, the Company’s
stockholders approved the proposal authorizing the Board of
Directors to implement the reverse stock split at a ratio within a
range from 1-for-3 to 1-for-20 shares and to amend the Company’s
Amended and Restated Certificate of Incorporation to effect the
stock split, and the Board of Directors subsequently approved a
final ratio of 1-for-9 shares.
The reverse stock split will reduce the number
of the Company’s outstanding shares of common stock from
approximately 18,978,684 to approximately 2,108,743
shares, and any fractional shares otherwise issuable as a result of
the reverse stock split will be rounded up to the nearest whole
share.
At market open on March 16, 2020, the Company’s
common stock will continue to be traded on the Nasdaq Capital
Market under the symbol “SUMR” but will begin trading under the new
CUSIP number, 865646301.
The Company’s transfer agent, Continental Stock
Transfer & Trust Company, Inc., will send specific instructions
to stockholders holding stock certificates regarding the exchange
of certificates. Stockholders who hold their shares in
brokerage accounts or “street name” are not required to take any
action as their shares will automatically be adjusted to reflect
the reverse stock split. Continental Stock Transfer can be reached
at (917) 262-2378.
About SUMR Brands, Inc.
Based in Woonsocket, Rhode Island, the Company
is a global leader of premium juvenile brands driven by a
commitment to people, products, and purpose. The Company is made up
of a diverse group of experts with a passion to make family life
better by selling proprietary, innovative products across several
core categories. For more information about the Company, please
visit www.sumrbrands.com.
Forward-Looking Statements
This press release contains certain
forward-looking statements based on our current expectations,
forecasts and assumptions. Forward-looking statements can be
identified by forward-looking words such as “anticipate,”
“believe,” “could,” “estimate,” “expect,” “intend,” “may,”
“should,” “will” and “would” or similar words, and include, without
limitation, statements regarding the expected post-split trading
date of the Company’s common stock and whether the reverse stock
split will result in the Company regaining compliance with Nasdaq’s
continued listing requirements. Forward-looking statements involve
risks and uncertainties and our actual results may differ
materially from those stated or implied in such forward-looking
statements. Factors that could contribute to such differences
include, but are not limited to: the potential failure by the
Company to increase its total market capitalization following the
reverse stock split, to maintain an increased per share stock price
over the long term, or to generate investor interest; the potential
adverse effect of the reduced number of shares outstanding
following the reverse stock split on the liquidity of the Company’s
common stock; and other risk factors disclosed in our Annual Report
on Form 10-K filed on February 20, 2019 and our other filings with
the SEC, including our Form 10-Qs and current reports on Form
8-K. We assume no obligation to update the information
included in this press release, whether as a result of new
information, future events or otherwise.
Company Contact:Chris
WittyInvestor Relations646-438-9385cwitty@darrowir.com
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