Soligenix Announces Reverse Stock Split
Soligenix (NASDAQ: SNGX) announced a reverse stock split at a 1-for-16 ratio, effective at 4:00 p.m. on June 5, 2024. Trading on a split-adjusted basis will begin June 6, 2024. The reverse split will reduce the number of outstanding shares from approximately 15.8 million to around 987,490 shares. Stockholders' equity percentage remains unchanged, and fractional shares will be rounded up. No new stock certificates are required, but proportional adjustments will be made to equity awards and warrants. Stockholders with brokerage accounts will see automatic adjustments. The new CUSIP number is 834224 604.
- Reverse stock split can help improve the stock price and meet NASDAQ listing requirements.
- Reduction in outstanding shares from approximately 15.8 million to 987,490 shares.
- Stockholders' percentage equity remains unchanged post-split.
- Proportional adjustments to equity awards and warrants maintain value for option holders.
- Reverse stock splits can sometimes reflect underlying financial instability.
- Potential for decreased liquidity with fewer shares outstanding.
- Stock price may experience volatility due to the reverse split.
- Risk of shareholder dilution due to future equity-related actions.
Insights
Soligenix's decision to implement a 1-for-16 reverse stock split primarily aims at increasing the share price by reducing the number of outstanding shares. This move is often used to meet the minimum bid price requirement for continued listing on the NASDAQ, signaling potential challenges the company faces in maintaining its listing status. However, a reverse stock split does not impact the intrinsic value of the company, but it can affect investor perception.
In the short-term, the reverse split might lead to increased volatility due to speculative trading. Some investors might interpret the split negatively, as it can be seen as a company struggling with its stock price. Conversely, it can also attract institutional investors who have mandates to avoid stocks trading under a certain price.
Long-term, the effectiveness of the reverse split will largely depend on Soligenix's underlying business performance. If the company can demonstrate strong growth prospects and deliver on its pipeline, the reverse split could prove beneficial by making the stock more attractive. However, if poor financial performance continues, the reverse split might only serve as a temporary fix.
Retail investors should monitor how the market reacts post-split and consider the company's fundamentals before making any decisions.
A reverse stock split can sometimes be a double-edged sword for companies like Soligenix. On the one hand, reducing the number of outstanding shares can give the stock a higher price per share, potentially meeting NASDAQ’s listing requirements and making the stock appear more attractive to some investors. However, it’s important to understand that this is a cosmetic change and does not alter the market capitalization or the underlying business's value.
For retail investors, it’s essential to look beyond the share price. The company's ability to develop and commercialize its pipeline effectively will be the true determinant of value. Moreover, the biopharmaceutical sector is highly competitive and companies must continuously innovate and secure regulatory approvals to maintain and grow their market position.
Investors should keep an eye on upcoming clinical trials, FDA approvals and any potential partnerships or acquisitions that Soligenix might engage in. These factors will likely have a more substantial impact on stock performance than the reverse split itself.
Overall, the reverse split is a strategic move but not a definitive indicator of future performance.
Common Stock Will Begin Trading on Split-Adjusted Basis on June 6, 2024
At the 2024 Annual Meeting of Stockholders initially convened on May 23, 2024 and reconvened on May 30, 2024, Soligenix's stockholders granted the Company's Board of Directors the discretion to effect a reverse stock split of Soligenix's common stock through an amendment to its Second Amended and Restated Certificate of Incorporation at a ratio of not less than 1-for-2 and not more than 1-for-20, with such ratio to be determined by the Company's Board of Directors.
At the effective time of the reverse stock split, every 16 shares of Soligenix's issued and outstanding common stock will be converted automatically into one issued and outstanding share of common stock without any change in the par value per share. Stockholders holding shares through a brokerage account will have their shares automatically adjusted to reflect the 1-for-16 reverse stock split. It is not necessary for stockholders holding shares of the Company's common stock in certificated form to exchange their existing stock certificates for new stock certificates of the Company in connection with the reverse stock split, although stockholders may do so if they wish.
The reverse stock split will affect all stockholders uniformly and will not alter any stockholder's percentage interest in the Company's equity, except to the extent that the reverse stock split would result in a stockholder owning a fractional share. Any fractional share of a stockholder resulting from the reverse stock split will be rounded up to the nearest whole number of shares. The reverse stock split will reduce the number of shares of Soligenix's common stock outstanding from 15,799,837 shares to approximately 987,490 shares, subject to adjustment for the rounding up of fractional shares. Proportional adjustments will be made to the number of shares of Soligenix's common stock issuable upon exercise or conversion of Soligenix's equity awards and warrants, as well as the applicable exercise price. Stockholders with shares in brokerage accounts should direct any questions concerning the reverse stock split to their broker; all other stockholders may direct questions to the Company's transfer agent, Equiniti Trust Company, LLC, toll-free at (877) 248-6417 or at (718) 921-8317.
About Soligenix, Inc.
Soligenix is a late-stage biopharmaceutical company focused on developing and commercializing products to treat rare diseases where there is an unmet medical need. Our Specialized BioTherapeutics business segment is developing and moving toward potential commercialization of HyBryte™ (SGX301 or synthetic hypericin sodium) as a novel photodynamic therapy utilizing safe visible light for the treatment of cutaneous T-cell lymphoma (CTCL). With successful completion of the second Phase 3 study, regulatory approvals will be sought to support potential commercialization worldwide. Development programs in this business segment also include expansion of synthetic hypericin (SGX302) into psoriasis, our first-in-class innate defense regulator (IDR) technology, dusquetide (SGX942) for the treatment of inflammatory diseases, including oral mucositis in head and neck cancer, and (SGX945) in Behçet's Disease.
Our Public Health Solutions business segment includes development programs for RiVax®, our ricin toxin vaccine candidate, as well as our vaccine programs targeting filoviruses (such as Marburg and Ebola) and CiVax™, our vaccine candidate for the prevention of COVID-19 (caused by SARS-CoV-2). The development of our vaccine programs incorporates the use of our proprietary heat stabilization platform technology, known as ThermoVax®. To date, this business segment has been supported with government grant and contract funding from the National Institute of Allergy and Infectious Diseases (NIAID), the Defense Threat Reduction Agency (DTRA) and the Biomedical Advanced Research and Development Authority (BARDA).
For further information regarding Soligenix, Inc., please visit the Company's website at https://www.soligenix.com and follow us on LinkedIn and Twitter at @Soligenix_Inc.
This press release may contain forward-looking statements that reflect Soligenix's current expectations about its future results, performance, prospects and opportunities, including but not limited to, potential market sizes, patient populations, clinical trial enrollment, the expected timing for closing the offering described herein and the intended use of proceeds therefrom. Statements that are not historical facts, such as "anticipates," "estimates," "believes," "hopes," "intends," "plans," "expects," "goal," "may," "suggest," "will," "potential," or similar expressions, are forward-looking statements. These statements are subject to a number of risks, uncertainties and other factors that could cause actual events or results in future periods to differ materially from what is expressed in, or implied by, these statements, and include the expected amount and use of proceeds from the offering and the expected closing date of the offering. Soligenix cannot assure you that it will be able to successfully develop, achieve regulatory approval for or commercialize products based on its technologies, particularly in light of the significant uncertainty inherent in developing therapeutics and vaccines against bioterror threats, conducting preclinical and clinical trials of therapeutics and vaccines, obtaining regulatory approvals and manufacturing therapeutics and vaccines, that product development and commercialization efforts will not be reduced or discontinued due to difficulties or delays in clinical trials or due to lack of progress or positive results from research and development efforts, that it will be able to successfully obtain any further funding to support product development and commercialization efforts, including grants and awards, maintain its existing grants which are subject to performance requirements, enter into any biodefense procurement contracts with the
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SOURCE SOLIGENIX, INC.
FAQ
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