Nano Labs Announces Extraordinary General Meeting

Rhea-AI Summary

Nano Labs Ltd (Nasdaq: NA) to Hold Extraordinary General Meeting for Share Consolidation and Amendment of Memorandum and Articles of Association

Insights

Financial Analyst

The announcement of a share consolidation by Nano Labs Ltd is a significant corporate action that warrants the attention of investors and analysts in the semiconductor industry. Share consolidation, commonly referred to as a reverse stock split, is a strategy companies may employ to boost their stock price by reducing the number of outstanding shares, which in turn increases the price per share. This move could be indicative of efforts to meet regulatory listing requirements or to attract a different class of investors.

From a financial perspective, the consolidation does not inherently change the company's market capitalization, but it can influence investor perception. While some may view it as a positive step towards stabilizing the stock price, others may interpret it as a signal of underlying issues with the company's performance or prospects. It is also important to note that the consolidation will result in rounding up fractional shares, which may have a small impact on the total number of shares outstanding.

Investors should closely monitor the company's performance leading up to and following the consolidation to assess the effectiveness of this strategy. Additionally, they should consider the broader industry trends, such as demand for integrated circuits and the competitive landscape, which can significantly affect the company's future growth and profitability.

Legal Expert

The proposed amendments to Nano Labs Ltd's memorandum and articles of association reflect the legal formalities associated with the share consolidation. Such amendments are standard procedure in order to align the company's legal framework with the new share structure. Stakeholders should be aware that these changes require approval at the general meeting and that the rights attached to the consolidated shares will be defined by the new memorandum and articles of association.

It is crucial for shareholders to understand the implications of these legal changes, as they may affect shareholder rights and company governance. The legal documentation should be scrutinized to ensure that the consolidation is being conducted in a fair manner and in accordance with regulatory standards. Furthermore, shareholders should be informed about the voting process and the timeline for the effectiveness of these changes.

Industry Analyst

The semiconductor industry, where Nano Labs Ltd operates, is highly competitive and subject to rapid technological changes. A share consolidation can be a strategic move to align the company's capital structure with its long-term strategy. However, the impact of such a move on the company's competitive position must be evaluated.

An analysis of industry-specific factors, such as research and development pace, supply chain robustness and customer demand, is essential to understand the potential long-term benefits or drawbacks of the share consolidation. The move could be seen as a step towards financial restructuring if the company is aiming to streamline operations or prepare for strategic initiatives such as acquisitions or partnerships.

It is also important to consider the timing of the consolidation in relation to industry cycles and economic conditions. The semiconductor industry is known for its cyclical nature and consolidating shares during a downturn could be a defensive maneuver, while doing so during an upturn might be aimed at capitalizing on positive market sentiment.

HANGZHOU, China, Dec. 20, 2023 /PRNewswire/ -- Nano Labs Ltd (Nasdaq: NA) ("we," "the Company," or "Nano Labs"), a leading fabless integrated circuit design company and product solution provider in China, announced today that an extraordinary general meeting of the Company (the "Meeting") will be held at 10 A.M. on January 25, 2024, Beijing time (9 P.M. on January 24, 2024, U.S. Eastern time) at 30th Floor, Dikaiyinzuo, No. 29, East Jiefang Road, Hangzhou, Zhejiang, People's Republic of China. The Company has established the close of business on December 22, 2023, Eastern time (the "Record Date"), as the record date for determining shareholders entitled to notice of, and to vote at, the Meeting and any adjournments or postponements thereof. The purpose of the Meeting is:

(1) to effect a share consolidation of two shares with a par value of US$0.0001 each in the Company's issued and unissued share capital be and are hereby consolidated into one share with a par value of US$0.0002 (the "Share Consolidation"), so that the authorized share capital of the Company is US$50,000 divided into 250,000,000 ordinary shares of par value of US$0.0002 each, comprising (i) 121,410,923 Class A ordinary shares of par value of US$0.0002 each, (ii) 28,589,077 Class B ordinary shares of par value of US$0.0002 each and (iii) 100,000,000 shares of a par value of US$0.0002 each of such class or classes (however designated) as the board of directors of the Company (the "Directors") may determine in accordance with the Company's New M&A (as defined below).

(2) to amend the Company's memorandum and articles of association currently in effect (the "Current M&A") to reflect the Share Consolidation (after the amendment, the "New M&A").

Subject to the approval at the Meeting, the Share Consolidation will be effective at 5 P.M. on January 31, 2024, U.S. Eastern time, and the Class A ordinary shares are expected to begin trading on a post-Share Consolidation basis on the Nasdaq Capital Market when markets open on the next business trading day under the new CUSIP/ISIN numbers. No fractional shares will be issued in connection with the Share Consolidation. All fractional shares will be rounded up to the whole number of shares. Copies of the notice of the Meeting and the form of proxy are available on the Company's corporate investor relations website at https://ir@nano.cn.

About Nano Labs Ltd

Nano Labs Ltd is a leading fabless integrated circuit ("IC") design company and product solution provider in China. Nano Labs is committed to the development of high throughput computing ("HTC") chips, high performance computing ("HPC") chips, distributed computing and storage solutions, smart network interface cards ("NICs") vision computing chips and distributed rendering. Nano Labs has built a comprehensive flow processing unit ("FPU") architecture which offers solution that integrates the features of both HTC and HPC. Nano Lab's Cuckoo series are one of the first near-memory HTC chips available in the market with a maximum bandwidth of approximately 2.27 Tbps, as well as one of the first movers of the ASIC-based Grin mining market *. For more information, please visit the Company's website at: https://ir.nano.cn/.

*According to an industry report prepared by Frost & Sullivan.

Forward-Looking Statements

This report contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, the Company's plan to appeal the Staff's determination, which can be identified by terminology such as "may," "will," "expect," "anticipate," "aim," "estimate," "intend," "plan," "believe," "potential," "continue," "is/are likely to" or other similar expressions. Such statements are based upon management's current expectations and current market and operating conditions, and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company's control, which may cause the Company's actual results, performance or achievements to differ materially from those in the forward-looking statements. Further information regarding these and other risks, uncertainties or factors is included in the Company's filings with the Securities and Exchange Commission. The Company does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under law.

For investor inquiries, please contact:

Nano Labs Ltd
ir@nano.cn

Ascent Investor Relations LLC
Ms. Tina Xiao
Tel: +1-646-932-7242
Email: investors@ascent-ir.com

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SOURCE Nano Labs Ltd

FAQ

What is the purpose of the extraordinary general meeting announced by Nano Labs Ltd (Nasdaq: NA)?

The purpose of the meeting is to effect a share consolidation and to amend the company's memorandum and articles of association.

When and where will the meeting be held by Nano Labs Ltd (Nasdaq: NA)?

The meeting will be held at 10 A.M. on January 25, 2024, Beijing time (9 P.M. on January 24, 2024, U.S. Eastern time) at 30th Floor, Dikaiyinzuo, No. 29, East Jiefang Road, Hangzhou, Zhejiang, People's Republic of China.

What is the record date for determining shareholders entitled to notice of, and to vote at, the meeting for Nano Labs Ltd (Nasdaq: NA)?

The record date is December 22, 2023, Eastern time.

When will the share consolidation be effective for Nano Labs Ltd (Nasdaq: NA)?

Subject to approval at the meeting, the share consolidation will be effective at 5 P.M. on January 31, 2024, U.S. Eastern time.

Where can copies of the notice of the meeting and the form of proxy be found for Nano Labs Ltd (Nasdaq: NA)?

Copies of the notice of the meeting and the form of proxy are available on the company's corporate investor relations website at https://ir@nano.cn.