Qualstar Corporation Announces 1-For-1,000 Reverse/Forward Stock Split

Rhea-AI Summary

Qualstar Corporation (QBAK) announced a reverse stock split of 1-for-1,000 shares on September 26, 2022, followed by a forward stock split of 1,000-for-1 on the same day. This Reverse/Forward Split aims to adjust the company's stock structure without affecting shareholder equity percentages. A 'D' will be added to the ticker for 20 business days post-split. Fractional shares will be converted to a cash payment of $2.25 each, while holders of 1,000 shares or more will maintain their share count. The changes were approved by the Board and shareholders on June 27, 2022.

Positive

• The reverse stock split allows for better alignment of the stock price with market expectations.
• Shareholders with significant holdings (1,000 shares or more) retain their share count post-split.

Negative

• The necessity for a reverse split indicates underlying challenges in stock performance.
• The cash payment for fractional shares could be viewed negatively by small shareholders.

IRVINE, Calif., Sept. 26, 2022 /PRNewswire/ -- Qualstar Corporation (OTC Pink: QBAK) (the "Company"), announced today that on September 26, 2022, it effected a reverse stock split of its common stock at a ratio of 1 post-split share for every 1,000 pre-split shares (the "Reverse Split"), and that it subsequently effected a forward stock split of its common stock at a ratio of 1,000 post-split shares for every 1 pre-split share (the "Forward Split", and jointly with the Reverse Split, the "Reverse/Forward Split"). Following the Reverse/Forward Split, the Company's common stock continues to be traded on the OTC Markets under the ticker symbol QBAK, under a new CUSIP number 74758R307. For a period of 20 business days from the Reverse/Forward Split, a "D" will be placed on the Company's ticker symbol to reflect the Reverse/Forward Split.

At the date of the Reverse Split, every 1,000 shares of the Company's issued and outstanding common stock were converted automatically into one issued and outstanding share of common stock. The Reverse Split affected all shareholders uniformly and did not alter any shareholder's percentage interest in the Company's equity, except to the extent that the Reverse Split resulted in a shareholder owning a fractional share. No fractional shares were issued in connection with the Reverse Split. Shareholders who would otherwise have been entitled to receive a fractional share instead became entitled to receive a cash payment equal to $2.25 per common share outstanding (or $2,250.00 per share after giving effect to the Reverse Split). However, if a shareholder held at least 1,000 shares of common stock at the time of the Reverse Split, any fractional share in such account relating to the Reverse Split were not cashed out, but instead were subject to the Forward Split, such that the shareholder's number of shares of common stock were unchanged following the Reverse/Forward Split.

At the date of the Forward Split, every one share of the Company's issued and outstanding common stock were converted automatically into 1,000 issued and outstanding shares of common stock. The Forward Split affected all shareholders uniformly and did not alter any shareholder's percentage interest in the Company's equity.

All options of the Company outstanding immediately prior to the Reverse Split were appropriately adjusted by dividing the number of shares of common stock into which the options were exercisable or convertible by 1,000 and multiplying the exercise or conversion price thereof by 1,000. Thereafter, all options of the Company outstanding following the Reverse Split, but immediately prior to the Forward Split, were appropriately adjusted by multiplying the number of shares of common stock into which the options were exercisable or convertible by 1,000 and dividing the exercise or conversion price thereof by 1,000.

Shareholders with shares in brokerage accounts should direct any questions concerning the Reverse/Forward Split to their broker; all other shareholders may direct questions to the Company's transfer agent, Equiniti, at EQ Shareowner Services toll-free at 1-866-877-6270.

By written consent of the Board of Directors of the Company dated June 27, 2022, and by written consent of the holders of a majority of the Company's outstanding shares of common stock dated June 27, 2022, the Board and shareholders approved the Reverse/Forward Split and the two amendments of the Company's Articles of Incorporation. A Certificate of Amendment of Restated Articles of Incorporation of the Company relating to the Reverse Split was filed with the California Secretary of State on September 14, 2022, and a Certificate of Amendment of Restated Articles of Incorporation of the Company relating to the Forward Split was filed with the California Secretary of State on September 19, 2022.

About Qualstar Corporation

Qualstar, founded in 1984, is a diversified electronics manufacturer specializing in data storage and power supplies. Qualstar is a leading provider of high efficiency and high-density power supplies marketed under the N2Power^TM brand, and of data storage systems marketed under the Qualstar^TM brand. Our N2Power power supply products provide compact and efficient power conversion for a wide variety of industries and applications including, but not limited to, telecom, networking, broadcast, industrial, lighting, gaming and test equipment. Our Qualstar data storage products are used to provide highly scalable and reliable solutions to store and retrieve very large quantities of electronic data. Qualstar's products are known throughout the world for high quality and Simply Reliable^TM designs that provide years of trouble-free service. More information is available at www.qualstar.com or www.n2power.com or by phone at 805-583-7744.

Forward-Looking Statement

This press release may contain certain statements relating to future results which are forward-looking statements. These statements are not historical facts, but instead represent only the Company's belief regarding future events, many of which, by their nature, are inherently uncertain and outside of the Company's control. These forward-looking statements are subject to risks and uncertainties. It is possible that the Company's actual results and financial condition may differ, possibly materially, from the anticipated results and financial condition indicated in these forward-looking statements, depending on factors including risks and uncertainties related to market conditions, and the Company's current and future capital requirements and its ability to raise additional funds to satisfy its capital needs. All forward-looking statements included in this press release are made only as of the date of this press release, and we do not undertake any obligation to publicly update or correct any forward-looking statements to reflect events or circumstances that subsequently occur or of which we hereafter become aware.

Contact:
Qualstar Corp.
IR@Qualstar.com
Steven N. Bronson, CEO 805-617-4419

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SOURCE Qualstar Corporation

FAQ

What is the significance of the reverse stock split for QBAK?

The reverse stock split aims to improve the stock price by consolidating shares, potentially attracting more investors.

When did Qualstar Corporation execute the reverse stock split?

Qualstar executed the reverse stock split on September 26, 2022.

How does the forward stock split affect shareholders of QBAK?

The forward stock split maintains the number of shares for shareholders while adjusting the share structure favorably.

Will shareholders receive cash from the reverse split?

Yes, shareholders entitled to fractional shares will receive cash payments of $2.25 per share.

How will the stock be denoted on the market after the split?

A 'D' will be placed on QBAK's ticker for 20 business days following the reverse and forward split.