Following Shareholder Approval, Wave's Board Approves 1-for-4 Reverse Stock
LEE, MA -- (Marketwired) -- 07/01/13 -- Wave Systems Corp. (NASDAQ:
WAVX) announced today that, following shareholder approval at the
company's annual meeting on June 20, 2013, the Board of Directors has
approved a 1-for-4 reverse split of the company's common stock. The
reverse stock split will be in effect at the commencement of trading
Monday, July 1, 2013.
The reverse split is being implemented for purposes of regaining
compliance with the $1.00 per share minimum closing bid price
requirement for continued listing on the Nasdaq Capital Market.
For every four (4) shares held, Wave shareholders will receive in
exchange one (1) new share of Wave Systems common stock. Shareholders
otherwise entitled to fractional shares as a result of the reverse
stock split will receive cash payments in lieu of those fractional
shares. The number of common shares issued and outstanding (Class A
and Class B combined) will be reduced to approximately 29.2 million
(from approximately 116.9 million). Shareholders' percentage
ownership in the company will remain unchanged as a result of the
The Board of Directors believes that the reverse stock split will
enable the company to regain compliance with the $1 per share minimum
closing bid price continued listing requirement. However, there can
be no assurance that this result will be achieved or that Wave will
maintain the listing of its common stock on the Nasdaq Capital
Market. Wave is currently in compliance with all other continued
listing criteria for the Nasdaq Capital Market.
About Wave Systems Corp.
Wave Systems reduces the complexity, cost
and uncertainty of data protection by starting inside the device.
Unlike other vendors who try to secure information by adding layers
of software for security, Wave leverages the security capabilities
built directly into endpoint computing platforms themselves. Wave has
been a foremost expert on this growing trend, leading the way with
first-to-market solutions and helping shape standards through its
work as a board member for the Trusted Computing Group.
Safe Harbor for Forward-Looking Statements
This press release may
contain forward-looking information within the meaning of the Private
Securities Litigation Reform Act of 1995 and Section 21E of the
Securities Exchange Act of 1934, as amended (the Exchange Act),
including all statements that are not statements of historical fact
regarding the intent, belief or current expectations of the company,
its directors or its officers with respect to, among other things:
(i) the company's financing plans; (ii) trends affecting the
company's financial condition or results of operations; (iii) the
company's growth strategy and operating strategy; and (iv) the
declaration and payment of dividends. The words "may," "would,"
"will," "expect," "estimate," "anticipate," "believe," "intend" and
similar expressions and variations thereof are intended to identify
forward-looking statements. Investors are cautioned that any such
forward-looking statements are not guarantees of future performance
and involve risks and uncertainties, many of which are beyond the
company's ability to control, and that actual results may differ
materially from those projected in the forward-looking statements as
a result of various factors. Wave assumes no duty to and does not
undertake to update forward-looking statements.
All brands are the property of their respective owners.
Investor Relations Contact:
David Collins, Eric Lentini
212-924-9800 or 917-734-0339 m
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