ClearOne Inc (CLRO)

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ClearOne Announces Entry into Merger Agreement with Cortigent, Inc., a Wholly-Owned Subsidiary of Vivani Medical
SALT LAKE CITY--(BUSINESS WIRE)-- ClearOne, Inc. (Nasdaq: CLRO) (“ClearOne”) announced today that it has entered into a definitive agreement and plan of merger (the “Agreement”) among its wholly-owned subsidiary (“MergerSub”), Vivani Medical, Inc. (Nasdaq: VANI; “Vivani”), and Cortigent, Inc. (“Cortigent”), a wholly-owned subsidiary of Vivani, pursuant to which Cortigent will become a wholly-owned subsidiary of ClearOne (the “Transaction”) upon consummation.

In connection with the Transaction, ClearOne has agreed to file a registration statement on Form S-1 to raise a minimum of $10,000,000 and a maximum of $15,000,000 (the “Financing”) concurrently with the closing of the Transaction (the “Closing”).

“I am excited to announce this transaction. In my view, Cortigent's mission, to help patients recover sight and motor function through precision neurostimulation, is compelling given both the technical outlook for their neurostimulation technology and the significant unmet market needs that this technology seeks to address. I am proud that our company emerged as the best path forward to enable the next steps in that mission. We anticipate that the planned financing will give the combined company a strong foundation to move its pipeline forward. This was a unanimous decision by our board of directors, and we believe this transaction represents an important step for our shareholders, for Cortigent's team, and for the patients whose lives this technology has the potential to transform," said Eric Robinson, Chairman of ClearOne’s Board of Directors.

ClearOne Announces Entry into Merger Agreement with Cortigent, Inc., a Wholly-Owned Subsidiary of Vivani Medical
SALT LAKE CITY--(BUSINESS WIRE)-- ClearOne, Inc. (Nasdaq: CLRO) (“ClearOne”) announced today that it has entered into a definitive agreement and plan of merger (the “Agreement”) among its wholly-owned subsidiary (“MergerSub”), Vivani Medical, Inc. (Nasdaq: VANI; “Vivani”), and Cortigent, Inc. (“Cortigent”), a wholly-owned subsidiary of Vivani, pursuant to which Cortigent will become a wholly-owned subsidiary of ClearOne (the “Transaction”) upon consummation.

In connection with the Transaction, ClearOne has agreed to file a registration statement on Form S-1 to raise a minimum of $10,000,000 and a maximum of $15,000,000 (the “Financing”) concurrently with the closing of the Transaction (the “Closing”).

“I am excited to announce this transaction. In my view, Cortigent's mission, to help patients recover sight and motor function through precision neurostimulation, is compelling given both the technical outlook for their neurostimulation technology and the significant unmet market needs that this technology seeks to address. I am proud that our company emerged as the best path forward to enable the next steps in that mission. We anticipate that the planned financing will give the combined company a strong foundation to move its pipeline forward. This was a unanimous decision by our board of directors, and we believe this transaction represents an important step for our shareholders, for Cortigent's team, and for the patients whose lives this technology has the potential to transform," said Eric Robinson, Chairman of ClearOne’s Board of Directors.

Reverse merger for a subsidiary. Interesting.

CLRO...............................https://stockcharts.com/sc3/ui/?s=CLRO&p=w&b=5&g=0&id=p86431144783

$6.76

clro.............................................................A/H

Cleared for a quick pump dump 6.06

She is a wild one 🤑

Boom

ClearOne, Inc. Announces a Special One-time Stock Dividend
SALT LAKE CITY--(BUSINESS WIRE)-- ClearOne (NASDAQ: CLRO) today announced that its Board of Directors has declared a one-time special stock dividend on the Company’s issued and outstanding shares of common stock, par value $0.001 per share (the “Common Stock”), and any Common Stock equivalents with dividend rights (the “Common Stock Equivalents”), to provide its legacy stockholders with a 100% stake in the proceeds from any eventual sale of all or substantially all of the Company’s current assets and operations in one or more transactions (collectively, the “Asset Sale”).

This Special Stock Dividend is part of the Company’s ongoing strategic process and in support of its previously disclosed plan to pursue one or more transactions, including the Asset Sale, and involves issuing to holders of Common Stock and Common Stock Equivalents one share of the Company’s Class A Redeemable Preferred Stock, par value $0.001 per share (the “Class A Preferred Stock”), for every issued and outstanding share of Common Stock and Common Stock Equivalent. Upon the completion of any Asset Sale, which may occur in one or a series of transactions, the Class A Preferred Stock shall be redeemed by the Company for 100% of the net proceeds of any such Asset Sale.

The Special Stock Dividend will be payable on July 18, 2025 to stockholders of record as of July 11, 2025. Because the Special Stock Dividend exceeds twenty-five percent (25%) of the value of the Common Stock, in accordance with FINRA UPC (Uniform Practice Code) Rule 11140, a stockholder of the Company that sells shares of Common Stock on or prior to the payment date of July 18, 2025 will not receive the Special Stock Dividend for the shares of Common Stock that are sold.

Even though this dividend announcement is a special one-time event, the declaration of dividends in the future is subject to the discretion of the ClearOne Board of Directors, which will evaluate the possibility of future dividend distributions from time-to-time based on factors that the Board of Directors deem relevant. However, no additional dividends have been authorized nor are contemplated at this time.

CLRO revenues are way down in the latest quarter. The company is shrinking.
Non-GAAP net loss in Q1 2025 was $(2.8) million, compared to a Non-GAAP net loss of $(1.8) million.
This is pitiful. Look for delisting in less than a year.
Revenue got worse, Margins got worse, number of shares outstanding got worse. 3 strikes and you're out.

I don't see it like that. I think they are just trying to keep the company afloat until they can sell it. How much is it worth is the question? Their largest shareholder just bought 2 million shares at $.50 so the company has an extra million dollars to limp along. Business is not good. There were a bunch of idiots expecting another special dividend several weeks back and ended up as bagholders. I like ClearOne's products, but they just weren't able to get enough traction for the company to compete with so many others. Chinese knockoffs didn't help either. They definitely burned through cash.
10K should be out any time now.

Management's plan is to keep drawing money out of the company. Keep the compensation coming into the management's pockets and bleed the company dry. Shareholders are not important, they provided the millions for management. The assets were $50 million but have been dropping to $28 million. The next quarterly update will show assets at $23 million. They just need to keep this going about 4 more quarters to drain the $23 million into their pockets and then later file the Chapter 8 BK.

CLRO...........................................................https://stockcharts.com/h-sc/ui?s=CLRO&p=W&b=5&g=0&id=p86431144783

After giving effect to the Company's issuance and sale of 2,000,000 shares of Common Stock for a purchase price of $0.50 per share to Mr. Bagley in a private placement transaction on February 26, 2025 (the "Private Placement"), Mr. Bagley beneficially owned 12,590,528 shares of the Company's issued and outstanding shares of Common Stock, options to purchase 38,333 shares of the Company's Common Stock, warrants to purchase 685,295 shares of Common Stock, representing 49.9% of the issued and outstanding shares of the Company's Common Stock as of February 26, 2025 and assuming the exercise by Mr. Bagley of all of his options and warrants.
The percentage of beneficial ownership of Mr. Bagley set forth in this Schedule 13D are based on 25,969,548 shares of issued and outstanding common stock as of February 26, 2025, after giving effect to the issuance of shares of common stock in the Private Placement.
Mr. Bagley may be deemed to own 355,257 shares of common stock that his spouse owns individually. Mr. Bagley, however, disclaims beneficial ownership of these shares pursuant to Rule 13d-4.
(b)
Mr. Bagley has the sole power to vote or to direct the vote of 12,590,528 shares of the Company's Common Stock, and the sole power to dispose or to direct the disposition of, 13,314,156 shares of the Company's Common Stock, including options to purchase 38,333 shares and warrants to purchase 685,295 share.
(c)
Subsequent to the filing of the Schedule 13D, the Reporting Persons engaged in the following transactions with respect to the Company's securities within the last 60 days:
* On February 26, 2025, Mr. Bagley purchased 2,000,000 shares of Common Stock for $0.50 per share from the Company in the Private Placement.

CLRO...........................................a/h

CLRO.............................https://stockcharts.com/h-sc/ui?s=CLRO&p=W&b=5&g=0&id=p86431144783

CLRO new 52=week low

That's the way dividends work. The company is "reducing" the value of the company by that exact amount, so it's logical.

Time to avg. down now with the money you got from the dividend.

In that case you can only sell on the 11th which is today but it looks like they took .50 off the share price. So you are not really getting anything extra.

Well so much for this special dividend. Looks like they chopped it right out of the share price. Glad I sold on the 2nd. Current price is .90

In this case you do. Kind of an unusual dividend all the way around. I'll agree to live with the requirements to get that kind of dividend.

Check your facts. I don't think you can sell before the 10th and get the dividend. [ Because the special cash dividend exceeds twenty-five percent (25%) of the value of the Company’s common stock, in accordance with FINRA UPC (Uniform Practice Code) Rule 11140, a stockholder of the Company that sells shares of the Company’s common stock on or prior to the payment date of April 10, 2024 will not receive the one-time special cash dividend for the Company shares that are sold./u]

The record date was Apr 2nd. You don’t need to hold to Apr 10 to get paid

I could make about $833. But I'm thinking many will bail on April 11, so shares may drop a bunch. If they drop to old support of $1.00, i may lose $.70 per share. Really I only lose $.20 because $.50 helps my loss. Other scenario is that shorts don't show and people don't bail too badly. The stock does have Net Margin of 81 %, revenue of $25 M, and Net Income of $20.5 M according to Market Watch. Any thoughts ?

The price of $1.70/share represents a tremendous value for the $.50 one time dividend. Matter of fact that is 29% yield if you were holding it for a year. However only have to hold it about 18 days that really makes the dividend rate a lot better and the dividend protects the possible down side of the stock price to a point.

Nice run this am. Quick 10g. Take a look at CING. Gonna run. Way overdue

running

QUESITON IS HOW ARE THE AFFORDING THIS ONE TIME SPECIAL CASH DIVY .50 PER SHARE???

WE KNOW $MEDS HAD TH EMONEY FROM THE ASSET SALE

ClearOne Announces a Special One-time Cash Dividend

Divi!!! Boinggg

The time buy is now remember you need two days before the date of record to get the credit I loaded up on the breakout of 2.00 a few days ago

this should still see a good increase in price until the end of the deadline (May 22nd). Then with the additional clause of having to hold those shares until after June 1st, will stop any dumping from those who wish to see the dividend, even after the ex-dividend date. sure there might be some sell of afterward. but there will be a whole week of barely any selling because of the clause. gonna tight hands for a while on this which is more of a reason we see a decent increase.
Probably at least in the $3 range.

Checking back on one of my swings. Still grinding away!

If this drops back to 1.00 you break even with the cash dividend.

Okay, thank you. Makes sense for sure that it would dump following the 23rd

If u bought this stock thinking you’ll make money from the special dividend, u won’t.

You’ll only make money if u bought under $1.

After the ex-dividend, the stock price will drop by $1 or more - similar to an offering.

Organic growth is way better.

Yes what does that mean. Don't make a comment and stir sh!t up and then say, find out lol... wth is that :p

You’ll find out if u paid over $1 a share.

What you mean?

People gonna be so pissed after ex-dividend

What did i tell ya... Droppah

They should just arrange a share buy back in combination with dividends... if the float is only 13 million... drop 20 million on shares, lock em up in treasury and issue divis to remaining holders of the float

Looks like a speedy dropper from here on out, let's see... no guarantees on volume in upcoming days

I'm in but I'll wait closer to shareholder on record date of may 22 to put big money on this.

Ayyyye dumpers paradise

When is the dividend ex dates time. Is it close or open of business anyone know

I sold 2.30s... I'm out, will watch all day though... made on mobq from .20 to .2540... now in BBBYQ... debating CEOS instead