Aeva Technologies, Inc. Announces Effective Date of Reverse Stock Split
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Insights
The announcement of Aeva's reverse stock split is a strategic move aimed at addressing the NYSE's minimum price criteria, which is a common practice among public companies facing potential delisting due to their stock price. By consolidating shares, the company is effectively increasing the price per share, which may help it to maintain its listing status. However, this action does not inherently change the company's market capitalization or its underlying financial health.
Investors should consider the implications of such a reverse split on liquidity and market perception. While the reduced number of shares could lead to decreased liquidity, the higher share price might attract institutional investors who are often restricted from investing in lower-priced stocks. It's also worth noting that the market sometimes views reverse splits as a sign of distress, which could impact investor confidence.
Aeva's reverse stock split may influence investor sentiment as it alters the stock's visibility in the market. Historically, reverse splits have been associated with struggling companies and although this is a tactical decision to meet listing requirements, it could be perceived negatively by the market. The adjustment in the number of shares underlying equity awards and warrants will also affect the stakeholder's interests proportionally, potentially impacting employee morale and investor relations.
From a market dynamics perspective, the post-split trading period will be critical to observe. The stock's performance following the split will provide insights into market reception and could influence the company's ability to raise capital in the future. Additionally, the split-adjusted basis trading will require adjustments in the valuation models used by analysts and investors, which could lead to short-term volatility.
The reverse stock split requires meticulous legal compliance, particularly with the NYSE listing standards and securities regulations. Aeva's adherence to the shareholder-approved amendment to its certificate of incorporation demonstrates governance following due process. The company's disclosure of the split ratio, effective time and new CUSIP number reflects transparency, which is essential for maintaining investor trust.
Furthermore, the role of Continental Stock Transfer & Trust Company as the exchange agent ensures that the transition for registered stockholders and those holding shares in certificate form is managed efficiently. The legal intricacies of adjusting the underlying equity awards and warrants also highlight the company's commitment to equitable treatment of all stakeholders during such corporate actions.
Aeva Common Stock Expected to Begin Trading on a Split-adjusted Basis on March 19, 2024
As of the effective time of the reverse stock split, every five issued and outstanding shares of Aeva’s common stock will be automatically reclassified into one issued and outstanding share of Aeva’s common stock. This will reduce the number of shares outstanding from approximately 263.8 million shares to approximately 52.8 million, subject to adjustment for fractional shares. Proportionate adjustments will be made to the number of shares of common stock underlying the company’s outstanding equity awards, warrants, the number of shares issuable under its equity incentive plans and other existing agreements, as well as the exercise or conversion price, as applicable. The reverse stock split will not affect the number of authorized shares of common stock or the par value of the common stock.
Continental Stock Transfer & Trust Company is acting as the exchange agent for the reverse stock split. Registered stockholders holding pre-split shares of Aeva’s common stock are not required to take any action to receive post-split shares. Stockholders owning shares via a broker, bank, trust or other nominee will have their positions automatically adjusted to reflect the reverse stock split, subject to such broker’s particular processes, and will not be required to take any action in connection with the reverse stock split. Stockholders holding shares of Aeva’s common stock in certificate form will receive a transmittal letter from Continental Stock Transfer & Trust Company with instructions as soon as practicable after the effective date.
The reverse stock split is primarily intended to increase the per share trading price of Aeva’s common stock in order to meet the NYSE’s price criteria for continued listing. An amendment to Aeva’s certificate of incorporation to provide Aeva’s Board of Directors with the right to decide at its discretion to effect a reverse stock split at a ratio of not less than 1-for-2 and not greater than 1-for-30, with the exact ratio and effective time of such reverse stock split, if any, to be determined by Aeva’s Board of Directors within one year of the meeting date, was approved by Aeva’s stockholders at its special meeting of stockholders held on December 18, 2023. Additional information about the reverse stock split can be found in Aeva’s definitive proxy statement filed with the Securities and Exchange Commission on December 18, 2023, which is available free of charge at the SEC’s website, www.sec.gov, and on Aeva’s website at www.aeva.com.
About Aeva Technologies, Inc. (NYSE: AEVA)
Aeva’s mission is to bring the next wave of perception to a broad range of applications from automated driving to industrial robotics, consumer electronics, consumer health, security and beyond. Aeva is transforming autonomy with its groundbreaking sensing and perception technology that integrates all key LiDAR components onto a silicon photonics chip in a compact module. Aeva 4D LiDAR sensors uniquely detect instant velocity in addition to 3D position, allowing autonomous devices like vehicles and robots to make more intelligent and safe decisions. For more information, visit www.aeva.com, or connect with us on X or LinkedIn.
Aeva, the Aeva logo, Aeva 4D LiDAR, Aeva Atlas, Aeries, Aeva Ultra Resolution, Aeva CoreVision, and Aeva X1 are trademarks/registered trademarks of Aeva, Inc. All rights reserved. Third-party trademarks are the property of their respective owners.
Forward looking statements
This press release contains certain forward-looking statements within the meaning of the federal securities laws. Forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. These forward-looking statements include, but are not limited to, statements regarding the company’s ability to regain compliance with Rule 802.01C within the applicable cure periods. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties, including the company’s intention to cure the NYSE deficiency and remain listed. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including, but not limited to: (i) the fact that Aeva is an early stage company with a history of operating losses and may never achieve profitability, (ii) Aeva’s limited operating history, (iii) the ability to implement business plans, forecasts, and other expectations and to identify and realize additional opportunities, (iv) the ability for Aeva to have its products selected for inclusion in OEM products, (v) the ability to manufacture at volumes and costs needed for commercial programs, (vi) Aeva’s ability to obtain the required stockholder approvals and (vii) other material risks and other important factors that could affect our financial results. Please refer to our filings with the SEC, including our most recent Form 10-Q and Form 10-K. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Aeva assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Aeva does not give any assurance that it will achieve its expectations.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240311130392/en/
Media:
Michael Oldenburg
press@aeva.ai
Investors:
Andrew Fung
investors@aeva.ai
Source: Aeva Technologies, Inc.
FAQ
When will Aeva's common stock begin trading on a split-adjusted basis?
What is the new CUSIP number for Aeva's common stock after the reverse stock split?
Why is the reverse stock split being implemented by Aeva?
How many outstanding shares of Aeva's common stock will be reclassified after the reverse stock split?
