Color Star Technology Announces 100-for-1 Reverse Share Split

Rhea-AI Summary

Color Star Technology (Nasdaq: ADD) announced a 100-for-1 reverse share split of its Class A and Class B ordinary shares, effective November 15, 2024. The split will reduce Class A shares from 70 million to approximately 0.7 million and Class B shares from 1.2 million to 12,000. The company's authorized capital will increase to USD$32 million, divided into 280 billion Class A and 40 billion Class B Ordinary Shares, each with a par value of USD$0.0001. Trading will continue under the symbol 'ADD' with a new CUSIP number G2287A126.

Positive

• None.

Negative

• Implementation of 100-for-1 reverse stock split indicates potential share price concerns
• Significant reduction in outstanding shares could impact stock liquidity

Insights

Financial Analyst

This reverse stock split represents a significant defensive financial maneuver, likely aimed at maintaining Nasdaq listing compliance by artificially boosting the share price. The 100-for-1 ratio is particularly aggressive, reducing the float from 70 million to just 0.7 million Class A shares. While this doesn't directly affect company value, it often signals underlying financial distress. The massive increase in authorized shares to 280 billion Class A and 40 billion Class B shares raises serious dilution concerns, as it gives management substantial flexibility to issue new shares, potentially at the expense of existing shareholders. The timing and scale of this restructuring, combined with the company's small market cap, suggests significant challenges ahead for shareholders.

NEW YORK, Nov. 13, 2024 (GLOBE NEWSWIRE) -- Color Star Technology Co., Ltd. (Nasdaq: ADD) (“Color Star” or the “Company”), an entertainment technology company with a global network that focuses on the application of technology and artificial intelligence in the entertainment industry, announced today that it will effect a 100-for-1 reverse share split of its Class A and Class B ordinary shares. The Company anticipates that the reverse share split will be effective upon the commencement of trading on the Nasdaq Capital Market on November 15, 2024 (U.S. Eastern Time).

On September 29, 2024, the shareholders of the Company approved the 100-for-1 reverse share split and corresponding changes in the Sixth Amended and Restated Memorandum and Articles of Association. As a result of the reverse share split, the number of ordinary shares outstanding will be reduced from approximately 70 million Class A Ordinary Shares and 1.2 million Class B Ordinary Shares to approximately 0.7 million Class A Ordinary Shares and 12,000 Class B Ordinary Shares, respectively, subject to rounding up of all fractional shares to the nearest whole share in lieu of such fractional shares. The authorized capital of the Company will be increased to USD$32 million divided into 280 billion Class A Ordinary Shares with a par value of USD$0.0001 per share and 40 billion Class B Ordinary Shares with a par value of USD$0.0001 per share.

The Company's transfer agent, Transhare Corporation ("Transhare"), will also act as exchange agent for the reverse share split. The Company understands from Transhare that book entry shareholders will not need to take any action in the reverse share split process. After the reverse share split takes effect, shareholders that currently hold ordinary shares in book entry form will receive updated statements of holding reflecting their holdings referencing the reverse share split.

The Company intends to treat shareholders holding ordinary shares in "street name" (that is, held through a bank, broker or other nominee) in the same manner as shareholders of record whose ordinary shares are registered in their names. Banks, brokers or other nominees will be instructed to effect the reverse share split for their beneficial holders holding our ordinary shares in "street name;" however, these banks, brokers or other nominees may apply their own specific procedures for processing the reverse share split.

The Company's Class A Ordinary Shares will begin trading on a split-adjusted basis when the market opens on November 15, 2024 (U.S. Eastern Time). The Company's ordinary shares will continue to trade on the Nasdaq Capital Market under the symbol "ADD" and under a new CUSIP number, G2287A126.

About Color Star Technology Co., Ltd.

Color Star Technology Co., Ltd. (Nasdaq: ADD) is an entertainment and education company that provides online entertainment performances and online music education services. Its business operations are conducted through its wholly-owned subsidiaries, Color Metaverse Pte. Ltd. and CACM Group NY, Inc. The Company’s online education is provided through its Color World music and entertainment education platform. More information about the Company can be found at www.colorstarinternational.com and www.colorstar.investorroom.com. 

Forward-Looking Statements

This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When the Company uses words such as "may," "will," "intend," "should," "believe," "expect," "anticipate," "project," "estimate" or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantee of future performance and involve risks and uncertainties that may cause the actual results to differ materially from the Company's expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the following: the Company's goals and strategies; the Company's future business development, including the development of the metaverse project; product and service demand and acceptance; changes in technology; economic conditions; the growth of the educational and training services market internationally where ADD conducts its business; reputation and brand; the impact of competition and pricing; government regulations; the ability of Color Star to meet NASDAQ listing standards in connection with the consummation of the transaction contemplated therein; and other risks and uncertainties described herein, as well as those risks and uncertainties discussed from time to time in other reports and other public filings with the Securities and Exchange Commission by Color Star. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in the Company's filings with the U.S. Securities and Exchange Commission, which are available for review at www.sec.gov. The Company undertakes no obligation to publicly revise these forward–looking statements to reflect events or circumstances that arise after the date hereof unless required by applicable laws, regulations or rules.

Contact

Color Star Investor Relations
Office Number No. 1003, 9th Floor,
7 World Trade Center, Suite 4621
New York NY 10007
Office: (212) 410-5186
Email ir@colorstarinternational.com

FAQ

When will Color Star Technology (ADD) implement its reverse stock split?

Color Star Technology will implement its 100-for-1 reverse stock split on November 15, 2024, when the market opens (U.S. Eastern Time).

What is the new share count for Color Star Technology (ADD) after the reverse split?

After the reverse split, Color Star will have approximately 0.7 million Class A Ordinary Shares and 12,000 Class B Ordinary Shares.

Will Color Star Technology (ADD) change its trading symbol after the reverse split?

No, Color Star Technology will continue trading under the symbol 'ADD' on the Nasdaq Capital Market, but with a new CUSIP number G2287A126.