Nano Dimension Announces One-for-Fifty (1:50) Reverse Split of its Ordinary Shares
June 16 2020 - 4:15PM
Nano Dimension Ltd. (Nasdaq: NNDM), a leading Additively
Manufactured Electronics (AME)/PE (Printed Electronics)
provider, announced today that following the approval of
its shareholders on April 16, 2020, its Board of Directors has
approved a 1-for-50 reverse split of the Company’s share capital.
The implementation of the reverse split will result in the
reduction of the number of authorized shares from 2,500,000,000 to
50,000,000 ordinary shares in accordance with the exchange ratio
(1:50), as well as a proportionate reduction in the issued and
outstanding ordinary shares, and the increase of the par value per
ordinary share from NIS 0.10 to NIS 5.00 per ordinary share.
Concurrently with the reverse split, the Company
will effect a corresponding change in the ratio of ordinary shares
to each of the Company’s American Depositary Shares (“ADSs”), such
that its ratio of ADSs to ordinary shares will change from one (1)
ADS representing fifty (50) ordinary shares to a new ratio of one
(1) ADS representing one (1) ordinary share. Since the ADS to
ordinary shares ratio is being reduced on the same proportionate
basis as the reverse share split, no overall effect on the ADS
share price is expected and no action is required by ADS holders.
The first date when the Company’s ADSs will begin trading on the
Nasdaq Capital Market after implementation of the reverse split and
concurrent ratio change will be June 29, 2020.
No fractional ordinary shares will be issued as
a result of the reverse split as any fractional ordinary shares
resulting from the reverse split will be rounded up to the nearest
whole share on a per shareholder basis. With respect to the
Company’s ADSs, no fractional ADSs will be issued in connection
with the reverse stock split.
All options and warrants of the Company
outstanding immediately prior to the reverse split, will be
appropriately adjusted by dividing the number of ordinary shares
into which the options and warrants are exercisable by 50 and
multiplying the exercise price thereof by 50, as a result of the
reverse split.
The reverse split will not impact any
shareholder’s percentage ownership of the Company or voting power,
except for minimal effects resulting from the treatment of
fractional shares.
About Nano Dimension
Nano Dimension (Nasdaq: NNDM) is a provider
of intelligent machines for the fabrication of Additively
Manufactured Electronics (AME). High fidelity active electronic and
electromechanical subassemblies are integral enablers of autonomous
intelligent drones, cars, satellites, smartphones, and in
vivo medical devices. They necessitate iterative development, IP
safety, fast time-to-market and device performance gains, thereby
mandating AME for in-house, rapid prototyping
and production. Nano Dimension machines serve cross-industry
needs by depositing proprietary consumable conductive and
dielectric materials simultaneously, while concurrently
integrating in-situ capacitors, antennas, coils, transformers and
electromechanical components, to function at unprecedented
performance. Nano Dimension bridges the gap between PCB and
semiconductor integrated circuits. A revolution at the click of a
button: From CAD to a functional high-performance AME device in
hours, solely at the cost of the consumable materials. For
more information, please visit www.nano-di.com.
Forward-Looking Statements
This press release contains forward-looking
statements within the meaning of the “safe harbor” provisions of
the Private Securities Litigation Reform Act of 1995 and other
Federal securities laws. Words such as “expects,” “anticipates,”
“intends,” “plans,” “believes,” “seeks,” “estimates” and similar
expressions or variations of such words are intended to identify
forward-looking statements. For example, Nano Dimension is using
forward-looking statements in this press release when it discusses
the reverse split and the timing thereof. Because such statements
deal with future events and are based on Nano Dimension's current
expectations, they are subject to various risks and uncertainties.
Actual results, performance or achievements of Nano Dimension could
differ materially from those described in or implied by the
statements in this press release. The forward-looking statements
contained or implied in this press release are subject to other
risks and uncertainties, including those discussed under the
heading “Risk Factors” in Nano Dimension’s annual report on Form
20-F filed with the Securities and Exchange Commission (“SEC”) on
March 10, 2020, and in any subsequent filings with the SEC. Except
as otherwise required by law, Nano Dimension undertakes no
obligation to publicly release any revisions to these
forward-looking statements to reflect events or circumstances after
the date hereof or to reflect the occurrence of unanticipated
events. References and links to websites have been provided as a
convenience, and the information contained on such websites is not
incorporated by reference into this press release. Nano Dimension
is not responsible for the contents of third-party websites.
NANO DIMENSION INVESTOR RELATIONS
CONTACT
Yael Sandler, CFO | ir@nano-di.com
Nano Dimension (NASDAQ:NNDM)
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