Verticalnet Announces 1-For-8 Reverse Stock Split
August 15 2007 - 4:05PM
Business Wire
Verticalnet, Inc. (Nasdaq:VERT), a leading provider of on-demand
supply management solutions, today announced it has completed a
reverse stock split effective immediately. The Company�s Board of
Directors authorized a one-for-eight reverse split of its common
stock, which was approved by the Company's shareholders at the 2007
Annual Meeting of Shareholders on August 15, 2007. In the reverse
stock split, each eight shares of outstanding common stock will be
combined into and automatically become one share of common stock.
No fractional shares will be issued in connection with the reverse
stock split. Any fractional shares resulting from the reverse stock
split will be rounded up to the nearest whole share and no cash
payment will be made in respect to such rounding. All outstanding
options, warrants, preferred stock or other rights convertible into
or exercisable for shares of common stock, will be adjusted in
accordance with their terms and pursuant to the one-for-eight
ratio. The Company anticipates that its common stock will begin
trading on a split-adjusted basis when trading opens on August 16,
2007, with the interim ticker symbol "VERTD." After 20 days, the
Company expects that the "D" designation will be removed, and its
ticker symbol will revert back to "VERT." The Company's transfer
agent will mail instructions to all shareholders of record as of
the effective date of the reverse stock split, explaining the
process for obtaining new post-split stock certificates. The
Company is implementing the reverse stock split in order to meet
The Nasdaq Capital Market's $1.00 per share minimum bid price
requirement. The Company anticipates that following the reverse
stock split, its common stock will trade at a price that is higher
than the $1.00 per share minimum bid price. However, there can be
no assurance that following the reverse stock split the Company
will be able to demonstrate compliance with all other requirements
for continued listing on The Nasdaq Capital Market, or that its
common stock will remain listed. Cautionary Statement Regarding
Forward-Looking Information This announcement contains
forward-looking information that involves risks and uncertainties.
Such information includes statements about the pending reverse
stock split, the ability to maintain the listing of the Company�s
common stock on The Nasdaq Capital Market and the ability to
satisfy the $1.00 per share minimum bid price requirement set forth
in Nasdaq Marketplace Rule 4310(c) if a reverse stock split is
effected, as well as statements that are preceded by, followed by
or include the words �expects� and �anticipates,� or similar
expressions. For such statements, Verticalnet claims the protection
of the safe harbor for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995. Factors that
could cause actual results to differ from those contained in the
forward-looking statements include, but are not limited to, those
factors set forth in the Annual Report on Form 10-K for the year
ended December 31, 2006 and the Quarterly Reports on Form 10-Q for
the for quarterly periods ended March 31, 2007 and June 30, 2007,
which have been filed with the SEC. Verticalnet is making these
statements as of August 15, 2007 and assumes no obligation to
publicly update or revise any of the forward-looking information in
this announcement. To learn more, please visit us at
www.verticalnet.com. Verticalnet is a registered trademark or a
trademark in the United States and other countries of Vert Tech LLC
Verticalnet (NASDAQ:VERT)
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