Two Hands Announces Proposed Reverse Stock Split

Rhea-AI Summary

Two Hands Corporation has filed a certificate of amendment to consolidate its common shares on a one-for-one-thousand basis. The consolidation is subject to CSE approval and is expected to reduce the number of outstanding shares from 1,330,458,548 to approximately 1,330,458. The exercise or conversion price and the number of shares issuable under outstanding stock options will be adjusted accordingly.

Toronto, Ontario--(Newsfile Corp. - September 27, 2023) - Two Hands Corporation. (CSE: TWOH) ("Two Hands" or the "Company") is pleased to announce it has filed a certificate of amendment with the State of Delaware to consolidated its issued and outstanding common shares (the "Common Shares") in the capital of the Company on a one (1) post-consolidation Common Share for every one thousand (1,000) pre-consolidation Common Shares (the "Consolidation").

In relation to the Consolidation, the Company has obtained a new CUSIP (90187E501). There is no name change or stock symbol change in connection with the Consolidation.

The Consolidation is subject to the approval of the Canadian Securities Exchange (the "CSE"). The Company's common shares are expected to commence trading on the CSE on a consolidated basis on or about market open on Friday, September 29, 2023, under the Company's existing symbol "TWOH".

The Consolidation will reduce the number of outstanding Common Shares from 1,330,458,548 to approximately 1,330,458. The exercise or conversion price and the number of Common Shares issuable under any of the Company's outstanding stock options will be proportionately adjusted to reflect the Consolidation in accordance with the respective terms thereof. No fractional Common Shares will be issued pursuant to the Consolidation and any fractional shares that would have otherwise been issued will be rounded up to the nearest whole number.

About the Company

Two Hands Corporation, (OTC Pink: TWOH) is a food distribution company operating under the Cuore Food Services brand. Please visit our website at www.twohandsgroup.com.

For further information please contact:

Nadav Elituv, Chief Executive Officer at (416) 357-0399 or nadav@twohandsapp.com.

Forward-Looking Statements

This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends", "expects" and similar expressions, which are intended to identify forward-looking statements. More particularly and without limitation, this press release contains forward-looking statements concerning: the commencement of trading of the Company's Common Shares on the CSE.

These forward-looking statements are based on certain assumptions that the Company has made in respect thereof as at the date of this press release regarding, among other things: the Company completing its next financing.

Although the Company believes the expectations and material factors and assumptions reflected in these forward-looking statements are reasonable as of the date hereof, there can be no assurance that these expectations, factors and assumptions will prove to be correct. These forward-looking statements are not guarantees of future performance and are subject to a number of known and unknown risks and uncertainties including, but not limited to: changes in general economic, competitive, business, political and social conditions, including changes in the financial markets; the impact of competitive entities and pricing; the ability to access various sources of debt and equity capital on favourable terms; changes in applicable laws and regulations and costs associated therewith; actions by governmental or regulatory authorities and costs associated therewith; technology and cyber security risks; natural catastrophes; and certain other risks detailed in the Company's final prospectus dated April 21, 2022, a copy of which is available on SEDAR at www.sedar.com. Accordingly, readers should not place undue reliance on the forward-looking statements contained in this press release.

This list of risk factors should not be construed as exhaustive. Readers are cautioned that events or circumstances could cause results to differ materially from those predicted, forecasted or projected. The forward-looking statements contained in this document speak only as of the date of this document. The Company does not undertake any obligation to publicly update or revise any forward-looking statements or information contained herein, except as required by applicable laws. The forward-looking statements contained in this document are expressly qualified by this cautionary statement.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/182058