Sigma Additive Solutions Announces Special Meeting of Stockholders to Approve Name Change to NextTrip, Inc. and Amendment to Charter to Increase Authorized Shares of Common Stock
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Insights
Examining the strategic shift of Sigma Additive Solutions, Inc. to NextTrip, Inc., it's evident that the company is leveraging a significant pivot towards the travel industry. The integration of a scalable travel booking engine positions NextTrip to capitalize on the post-pandemic recovery of the travel sector. Historical data from 2019, showing over $400 million in bookings, suggests a strong foundation for re-entry into the market. The new management team's experience and industry connections are key factors that could facilitate a smooth transition and potentially drive market share gains.
Furthermore, establishing direct relationships with over 200 blue-chip travel organizations indicates a robust network that could be instrumental in offering competitive travel and travel-related services. This strategic realignment, coupled with the focus on M&A for revenue synergies and technology development, suggests a proactive approach towards growth and innovation in the travel space. For investors, the potential for NextTrip to generate long-term value hinges on the successful execution of these initiatives and the company's ability to differentiate itself in a highly competitive market.
The proposed name change and charter amendment to increase the authorized shares of common stock from 1,200,000 to 250,000,000 shares represent a substantial dilutive event for current shareholders. While this move could provide the company with the necessary capital to fund its growth initiatives, it's important for investors to assess the implications of such an increase in share count. The dilution could potentially depress the stock price in the short-term. However, if the capital raised is used effectively to scale operations and drive revenue growth, it could lead to long-term benefits for shareholders.
It's also crucial to analyze the timing of these proposals in relation to the travel industry's recovery trajectory. With travel demand expected to reach historic highs in 2024, the company's reactivation and marketing ramp-up for its travel booking platform could be well-timed to capture this growth. Nonetheless, investors should carefully consider the company's valuation and the potential impact of the increased share count on their equity stake.
The legal aspects of the proposed amendments to the company's charter are significant. The name change to NextTrip, Inc. reflects a rebranding strategy that aligns with the company's operational focus on travel. Legally, such a change requires shareholder approval, which is being sought at the Special Meeting. The increase in authorized shares is a common strategy for companies seeking to raise capital, but it requires a careful legal framework to ensure compliance with securities laws and regulations.
From a governance perspective, the proxy materials and the process of soliciting stockholder votes are regulated activities. The company's proactive communication strategy, including direct access to the CFO for shareholder inquiries, demonstrates an adherence to transparency and shareholder engagement best practices. Investors should be aware of their rights in this process and the potential implications of the proposed amendments on their voting power and the value of their investment.
Management to Host Virtual Special Meeting on Friday, March 8, 2024, at 10:00 a.m. Mountain Time
Stockholders as of the Close of Business on the Record Date of January 29, 2024, are Encouraged to Vote FOR the Proposals
For More Information, Sigma's Stockholders are Encouraged to Carefully Read the Entire Proxy Statement Filed in Connection with the Proposals
SANTA FE, NM / ACCESSWIRE / February 12, 2024 / Sigma Additive Solutions, Inc. (NASDAQ:SASI) ("Sigma," "we," "our," or the "Company") today announced that it will hold a special meeting of stockholders virtually, via live webcast on Friday, March 8, 2024, at 10:00 a.m. Mountain Time (12:00 p.m. Eastern Time) to approve the Company's name change to "NextTrip, Inc." and an amendment to the Company's charter to increase the number of authorized shares of the Company's common stock.
The purpose of the Special Meeting is to consider and vote upon:
- The approval of an amendment to our Amended and Restated Articles of Incorporation, as amended (our "Charter"), to change the Company's corporate name to "NextTrip, Inc." (the "Name Change Proposal");
- The approval of an amendment to our Charter to increase the authorized shares of our common stock (the "Capital Increase Proposal") from 1,200,000 shares to 250,000,000 shares; and
- The adjournment of the Special Meeting by the chairman thereof to a later date to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Special Meeting, there are not sufficient votes to approve the Name Change Proposal or the Capital Increase Proposal (the "Adjournment Proposal").
The proxy statement can be accessed directly at the following Internet address: www.iproxydirect.com/SASI.
In order to attend the Special Meeting, you must register at https://agm.issuerdirect.com/sasi by 11:59 p.m. Eastern Time on March 7, 2024. Stockholders attending the Special Meeting will be afforded substantially the same rights and opportunities to participate as they would at an in-person meeting. We encourage you to join us and participate online. We recommend that you log in a few minutes before 10:00 a.m. Mountain Time (12:00 p.m. Eastern Time), on March 8, 2024, to ensure you are logged in when the Special Meeting starts. You will not be able to attend the Special Meeting in person.
Only holders of record of the Company's common stock, Series G Convertible Preferred Stock ("Series G Preferred") and Series H Convertible Preferred Stock ("Series H Preferred") at the close of business on January 29, 2024, the record date of the Special Meeting, are entitled to notice of the Special Meeting and to vote and have their votes counted at the Special Meeting and any adjournment or postponement of the Special Meeting. We began mailing proxy materials beginning on February 9, 2024 to all stockholders of record entitled to vote at the Special Meeting.
WE ENCOURAGE YOU TO SUBMIT YOUR PROXY AS PROMPTLY AS POSSIBLE (1) THROUGH THE INTERNET, (2) BY PHONE, (3) BY FAX, OR (4) BY MARKING, SIGNING AND DATING THE PROXY CARD YOU RECEIVE IN THE MAIL AND RETURNING IT IN THE POSTAGE-PAID ENVELOPE PROVIDED.
If you have any questions concerning the Special Meeting or the proxy materials, would like additional copies of the proxy materials or need help voting your shares of common stock, Series G Preferred or Series H Preferred, as applicable, please contact our Chief Financial Officer and Secretary, Frank Orzechowski, at (203) 733-1356 or frank.orzechowski@sigmaadditive.com.
Bill Kerby, Chief Executive Officer of the Company, commented, "Stockholder approval of the proposals at our March 8th Special Meeting will allow our business to fully transition to and operate as NextTrip, with a complete focus on our travel operations, and providing legacy stockholders the opportunity to benefit from any growth while the travel principals primarily benefit at a future date based on meeting business milestones."
Highlights of NextTrip
- NextTrip recently completed its integration of a scalable travel booking engine that, under a previous operator and prior to the COVID-19 pandemic, had a 6+ million legacy customer database and generated over
$400 million in bookings in 2019. - In 2023, NextTrip assembled a new management team with deep experience across key areas of the travel industry including online travel distribution, wholesale distribution and travel technology. The team's strong relationships and industry experience serve as a catalyst for the positioning of NextTrip as an innovative player in the travel space.
- By the end of 2023 NextTrip had established more than 200 direct relationships with blue-chip travel organizations, as well as major industry suppliers for air, hotel and other travel and travel-related services to ensure robust products and an offering of more than 2 million hotels worldwide.
- Following a period of strategic realignment, tied to certain business objectives, NextTrip's future initiatives are focused on driving the company's growth agenda, exploring strategic M&A to drive revenue synergies through the expansion of product and travel consumer offerings, and continuing to invest in the development of innovative technologies to connect travel customers for discovery and booking domestic and international destinations.
"We are positioning NextTrip as an innovative player in the travel industry, leveraging over 200 direct relationships with blue-chip travel organizations, as well as major industry suppliers for air, hotel and other travel and travel-related services to ensure robust products and an offering of more than 2 million hotels worldwide. We are just weeks away from the full re-activation and roll-out of our travel booking platform, and the ramp up of marketing to our database of over six million customers. We are excited to launch our platform as we continue to see positive momentum for the travel industry, with historic high records of travelers expected to book hotels, flights and curated vacations in 2024. We look forward to the launch and announcing some of our business milestones in the weeks and months ahead, as we work to build long term value for all our shareholders," concluded Kerby.
About NextTrip
NextTrip, a wholly owned subsidiary of Sigma Additive Solutions, Inc., is an innovative technology-driven company that offers comprehensive solutions across the travel landscape. NextTrip Travel delivers proprietary booking solutions for leisure, business, and group travel worldwide coupled with a robust product offering of air, accommodations, activities and more. Our commitment to innovation extends to NextTrip Media, delivering multi-channel engagement and AI solutions to captivate customers throughout their travel planning journey. NextTrip Solutions provides travel technologies that streamline and enhance the efficiency of alternative lodging property managers, wholesalers, distributors, and other key players in the travel industry. For detailed information and to book your next trip, please visit www.nexttrip.com.
About Sigma Additive Solutions
Sigma Additive Solutions, Inc. has historically been a provider of in-process quality assurance (IPQA™) solutions to the additive manufacturing industry. As previously disclosed in Sigma's filings with the SEC, Sigma completed its acquisition of NextTrip in December 2023. With the sale of assets related to its additive quality assurance now complete, Sigma's business has transitioned to that of NextTrip.
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (which Sections were adopted as part of the Private Securities Litigation Reform Act of 1995). Statements preceded by, followed by or that otherwise include the words "believe," "anticipate," "estimate," "expect," "intend," "plan," "project," "prospects," "outlook," and similar words or expressions, or future or conditional verbs such as "will," "should," "would," "may," and "could" are generally forward-looking in nature and not historical facts. These forward-looking statements involve known and unknown risks, uncertainties and other factors. Among the important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are risks relating to, among other things, Sigma's ability to obtain stockholder approval of the name change and authorized share increase, post-closing matters related to the recent asset sale of Divergent, amongst other things. Sigma disclaims any intention to, and undertakes no obligation to, revise any forward-looking statements, whether as a result of new information, a future event, or otherwise, except as required by applicable law. For additional information regarding risks and uncertainties that could impact Sigma's forward-looking statements, please see disclosures contained in the Definitive Proxy Statement filed by Sigma with the SEC on December 1, 2023 and Sigma's other filings with the SEC, including the "Risk Factors" in Sigma's most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, and which may be viewed at www.sec.gov.
Contacts
Chris Tyson
Executive Vice President
MZ Group - MZ North America
949-491-8235
SASI@mzgroup.us
www.mzgroup.us
SOURCE: Sigma Additive Solutions
View the original press release on accesswire.com
FAQ
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