UTStarcom Announces Results of Extraordinary Meeting of Shareholders and Effectiveness of One-for-Four Reverse Share Split
2022年6月28日 - 7:00PM
UTStarcom (“UT” or the “Company”) (NASDAQ: UTSI), a global
telecommunications infrastructure provider, today announced the
official results of its extraordinary meeting of shareholders, held
on June 28, 2022 at 10:00 a.m. China Standard Time in
Hangzhou, China. Shareholders cast their votes as described below:
- Shareholders approved, effective on June 28, 2022, as of 4:30
p.m. 2022, Eastern Time, as an ordinary resolution, in accordance
with Article 49 of the Company's Second Amended and Restated
Memorandum and Articles of Association, that the authorized share
capital of the Company be amended by the consolidation of the
existing 250,000,000 Ordinary Shares of US$0.00375 par value each
into 62,500,000 Ordinary Shares of US$0.015 par value each, such
that:(i) the authorized share capital of the Company is amended to
US$943,750 divided into 62,500,000 Ordinary Shares of a par value
of US$0.015 each and 5,000,000 Preference Shares of a par value of
US$0.00125 each;(ii) each existing issued 4 Ordinary Shares of
US$0.00375 par value each be consolidated into 1 Ordinary Share of
US$0.015 par value each and the register of members of the Company
be updated accordingly; and(iii) any fractions of a share that
result from the consolidation described above be automatically
repurchased by the Company at the Market Price (as defined in the
Company's Second Amended and Restated Articles of Association) of
such fractions on the date of this Extraordinary Meeting.
- Shareholders approved, effective on June 28, 2022, as of 4:30
p.m. Eastern Time, as a special resolution, that the Second Amended
and Restated Memorandum and Articles of Association of the Company
currently in effect be amended and restated by their deletion in
their entirety and the substitution in their place of the Third
Amended and Restated Memorandum and Articles of Association.
On January 27, 2022, the Company received formal
notice dated January 24, 2022 from NASDAQ stating that the Company
was not in compliance with NASDAQ’s Listing Rules of minimum bid
price. The Company has 180 days to regain compliance with the
listing standards. To regain compliance, the closing bid price of
the Company’s Ordinary Shares must be at least $1.00 per share for
a minimum of ten consecutive business days during the stated
180-day period.
As a result of the meeting, the one-for-four
reverse split of the Company’s Ordinary Shares shall become
effective on June 28 2022, as of 4:30 p.m. Eastern Time, with
trading currently expected to commence on the post-reverse
split-adjusted basis on the NASDAQ Global Select Market as of the
opening of trading on Wednesday, June 29, 2022.
Every four shares of the Company’s issued and
outstanding Ordinary Shares, upon effectiveness of the reverse
share split, will convert automatically into one issued and
outstanding share of the Company’s Ordinary Shares, subject to the
elimination of fractional shares, with an increase in the par value
per share from $0.00375 to $0.015. The reverse share split will
affect all issued and outstanding Ordinary Shares, as well as
Ordinary Shares underlying stock options, restricted stock units,
and other Ordinary Share-based equity grants outstanding
immediately prior to the effectiveness of the reverse share split.
The Company’s transfer agent will distribute to shareholders of
record instructions regarding how to exchange certificates
representing the previously outstanding shares for certificates
representing the new issued shares.
No fractional shares will be issued in
connection with the reverse share split. Shareholders who would
otherwise hold a fractional Ordinary Share will receive a cash
payment in lieu of such fractional share based on the closing price
of the Ordinary Shares on the NASDAQ Global Select Market on the
trading day immediately before the effective date of the reverse
share split.
Additional information about the reverse share
split can be found in the Company’s proxy statement filed with
the Securities and Exchange Commission on May
27,2022, copies of which are available at www.sec.gov or
at https://www.utstar.com/?q=investor-relations/sec-filing
About UTStarcom Holdings
Corp.
UTStarcom is committed to helping network
operators offer their customers the most innovative, reliable and
cost-effective communication services. UTStarcom offers high
performance advanced equipment optimized for the most rapidly
growing network functions, such as mobile backhaul, metro
aggregation and broadband access. UTStarcom has operations and
customers around the world, with a special focus on Japan and
India. UTStarcom was founded in 1991 and listed its shares on the
Nasdaq Market in 2000 (symbol: UTSI). For more information about
UTStarcom, please visit http://www.utstar.com.
For investor and media inquiries, please
contact:
UTStarcom Holdings Corp.Tel: +86 571 8192
8888Ms. Shelley Jiang, Investor RelationsEmail: utsi-ir@utstar.com/
Shelleyjiang@utstar.com /
In the United States:
The Blueshirt Group Mr. Gary DvorchakEmail:
gary@blueshirtgroup.com
UTStarcom (NASDAQ:UTSI)
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