SuperCom Announces Reverse Stock Split
Shares Will Begin Trading on a Split-Adjusted Basis on November 23, 2022
TEL AVIV, Israel, Nov. 23, 2022 /PRNewswire/ -- SuperCom (NASDAQ: SPCB), a global provider of secured solutions for the e-Government, IoT, and Cybersecurity sectors, announced today that its Board of Directors and Stockholders has approved a 1-for-10 reverse stock split of its ordinary shares. SuperCom's ordinary shares will begin trading on a split-adjusted basis at commencement of trading on November 23, 2022. The ordinary shares will continue to trade on the Nasdaq Capital Market under the symbol 'SPCB'.
"We are pleased to announce this reverse stock split as we believe it is in the best interest of our shareholders and will help position SuperCom to attract fundamental institutional investors as we continue on our growth trajectory. The perceived overhang of trading below certain Nasdaq trading price thresholds has been a hindrance in our ability to attract larger investors, and we are happy to move forward clear of this hurdle," stated Ordan Trabelsi, President and CEO of SuperCom.
"The reverse stock split changes the price per share and number of shares outstanding, but has no effect on the operations of our company nor our overall size and growth potential. It is however key in maintaining our Nasdaq listing and our ability to meet certain funds' investment criteria. We are excited to move forward stronger in conjunction with our significant recent progress reflected also through our numerous new project wins such as the $33 million national EM project in Romania, as well as our over 100% revenue growth and return to being EBITDA positive in our reported third quarter 2022 financial results," concluded Ordan.
At the commencement of trading on November 23, every ten shares of the Company's issued and outstanding ordinary shares will be automatically converted into one issued and outstanding ordinary share, and the par value per share of ordinary shares will be multiplied by ten(10).
Stockholders holding shares through a brokerage account will have their shares automatically adjusted to reflect the 1-for-10 reverse stock split and do not need to take any action in connection with the reverse stock split. It is not necessary for stockholders holding shars in certificated form to exchange their existing stock certificates for new stock certificates of the Company in connection with the reverse stock split, although stockholders may do so if they wish.
The reverse stock split will affect all stockholders uniformly and will not alter any stockholder's percentage interest in SuperCom's equity, except to the extent that the reverse stock split would result in a stockholder owning a fractional share. No fractional shares will be issued in connection with the reverse stock split. Any fractional share of a stockholder resulting from the reverse stock split will be rounded up to the nearest whole ordinary share. The reverse stock split will reduce the number of SuperCom's outstanding shares from 41,980,101 shares to approximately 4,198,010 shares. Proportional adjustments will be made to the number of ordinary shares issuable upon exercise or conversion of SuperCom's outstanding equity awards, warrants or other convertible securities, as well as the applicable exercise or conversion price. Stockholders whose shares are held in brokerage accounts should direct any questions concerning the reverse stock split to their broker. All stockholders of record, holding their shares in certificated form, may direct questions to the Company's transfer agent, American Stock Transfer & Trust Company, at 6201 15th Avenue, Brooklyn, NY 11219.
Since 1988, SuperCom has been a global provider of traditional and digital identity solutions, providing advanced safety, identification and security solutions to governments and organizations, both private and public, throughout the world. Through its proprietary e-government platforms and innovative solutions for traditional and biometrics enrollment, personalization, issuance and border control services, SuperCom has inspired governments and national agencies to design and issue secure Multi-ID documents and robust digital identity solutions to its citizens and visitors. SuperCom offers a unique all-in-one field-proven RFID & mobile technology and product suite, accompanied by advanced complementary services for various industries including healthcare and homecare, security and safety, community public safety, law enforcement, electronic monitoring, livestock monitoring, and building and access automation. For more information, visit www.supercom.com.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements preceded or followed by or that otherwise include the words "believes", "expects", "anticipates", "intends", "projects", "estimates", "plans", and similar expressions or future or conditional verbs such as "will", "should", "would", "may" and "could" are generally forward-looking in nature and not historical or current facts. These forward-looking statements are subject to risks and uncertainties that could cause our actual results to differ materially from the statements made. Examples of these statements include, but are not limited to, statements regarding business and economic trends, the anticipated effects of the COVID-19 outbreak on travel and physical locations, the levels of consumer, business and economic confidence generally, the duration of the COVID-19 outbreak and severity of such outbreak, the pace of recovery following the COVID-19 outbreak, the effect on our supply chain, our ability to implement cost containment and business recovery strategies and resulting anticipated impact of such outbreak on our business, financial condition and results of operations, the adverse effects of the COVID-19 outbreak on our business or the market price of our ordinary shares, and other risks and uncertainties described in the forward looking statements and in the section captioned "Risk Factors" in our Annual Report on Form 20-F for the year ended December 31, 2021, filed with the U.S. Securities and Exchange Commission (the "SEC") on April 4, 2022, our reports on Form 6-K filed from time to time with the SEC and our other filings with the SEC. Except as required by law, we not undertake any obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise, after the date of this press release.
Kirin M. Smith, President
SOURCE SuperCom Ltd.
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