Metro One Telecommunications, Inc. announces Results of Special Meeting of Shareholders held on June 30, 2021

Rhea-AI Summary

Metro One Telecommunications (WOWI) announced results from its Special Meeting of Shareholders on June 30, 2021. Shareholders approved crucial actions for capital restructuring, including the conversion of Series A convertible preferred stock to common stock, allowing each share to convert into 71,683.25 common shares. Other approved proposals included increasing authorized common stock from 50 million to 600 million shares, a reverse stock split of 1-for-10 to 1-for-100, and the approval of a 2021 Stock Incentive Plan. Additionally, Metro One’s subsidiary is acquiring Royal App Ltd. for approximately $2.4 million.

Positive

• Shareholders approved conversion of Series A convertible preferred stock to common stock, enhancing liquidity.
• The authorized common stock increased from 50 million to 600 million shares, facilitating future capital raising.
• Acquisition of Royal App Ltd. for $2.4 million positions Metro One for growth in mobile commerce technology.

Negative

• Reverse stock split could negatively impact share price and investor perception.
• Acquisition of Royal App follows a period of insolvency, indicating potential risks in asset stability.

SHERIDAN, Wyo., June 30, 2021 /PRNewswire/ -- Metro One Telecommunications, Inc. (OTCMKTS: WOWI) (the "Company" or "Metro One") is pleased to announce the results of its Special Meeting of Shareholders (the "Meeting") held on June 30, 2021.

At the Meeting, shareholders approved various corporate actions in order to allow the Company to complete capital restructuring plans, including the conversion of all of the Company's Series A convertible preferred stock ("convertible preferred stock") to common stock (the "Conversion"), with each share of convertible preferred stock convertible into 71,683.25 shares of common stock. The specific proposals approved by the shareholders included: (i) the approval of an amendment to the Third Restated Articles of Incorporation of the Company, as amended (the "Articles") to increase the number of shares of common stock authorized for issuance from 50,000,000 to 600,000,000 in order to facilitate future equity financing and provide sufficient authorized capital; (ii) the approval of an amendment to Articles to effect a reverse stock split of the Company's common stock at a ratio of not less than 1-for-10 and not more than 1-for-100; (iii) the approval of the Metro One Telecommunications, Inc. 2021 Stock Incentive Plan (the "Plan"), which will expire ten (10) years from the effective date of the Plan, with the number of shares available for issuance under the Plan equal to 25% of the Company capitalization post Conversion; and (iv) the approval of the reincorporation of the Company from Oregon to Delaware, pursuant to which the Company will convert from an Oregon to a Delaware corporation. The name of the Company will remain unchanged.

Management is currently taking steps to prepare the Company to be a reporting company under the Securities Exchange Act of 1934, as amended, and will undertake the aforementioned corporate actions as soon as practicable.

The Company recently announced that its newly-formed, wholly-owned Israeli subsidiary, Stratford Ltd., received notification of approval from the Lod District Court in Israel for its winning bid to acquire assets of Royal App Ltd. ("Royal App") out of insolvency proceedings for the equivalent of approximately USD $2.4 million in cash as well as certain equity in the Company, which was part of the proposals approved by the Company's shareholders in today's Meeting. Royal App, based in Israel, is the developer of Shelfy, a white label, headless mobile commerce software platform that helps retailers and fast moving consumer goods companies become growth companies ("Shelfy"). Shelfy incorporates sophisticated artificial intelligence and machine learning in its algorithms to markedly improve online shopping metrics through mobile phones for large consumer retailers such as supermarket chains, food and other clients. Prior to its recent insolvency filing, approximately USD $20 million has been invested in Royal App since 2018 with a pre-money valuation of approximately USD $48 million.

Forward Looking Statements
This press release contains "forward-looking statements" within the meaning of the federal securities laws. The Company generally uses the words such as "might", "will", "may", "should", "estimates", "expects", "continues", "contemplates", "anticipates", "projects", "plans", "potential", "predicts", "intends", "believes", "forecasts", "future", "guidance", "targeted", "goal" and variations of such words or similar expressions in this press release and any attachment to identify forward-looking statements. All statements, other than statements of historical facts included in this press release, including statements concerning plans, objectives, goals, expectations, beliefs, business strategies, future events, business conditions, results of operations, financial position, business outlook, earnings guidance, business trends and other information are forward-looking statements. The forward-looking statements are not historical facts, and are based upon current expectations, estimates and projections, and various assumptions, many of which, by their nature, are inherently uncertain and beyond management's control. All expectations, beliefs, estimates and projections are expressed in good faith and the Company believes there is a reasonable basis for them. However, there can be no assurance that management's expectations, beliefs, estimates and projections will result or be achieved and actual results may vary materially from what is expressed in or indicated by the forward-looking statements.

These forward-looking statements are subject to a number of risks, uncertainties, and other important factors, many of which are beyond management's control, which could cause actual results to differ materially from the forward-looking statements contained in this press release, including among others, COVID-19 and its impact on the business of the Company. Although the Company believes that these statements are based upon reasonable assumptions, it cannot guarantee future results and readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's opinions only as of the date of this press release. There can be no assurance that (i) the Company has correctly measured or identified all of the factors affecting its business or the extent of these factors' likely impact, (ii) the available information with respect to these factors on which such analysis is based is complete or accurate, (iii) such analysis is correct or (iv) the Company's strategy, which is based in part on this analysis, will be successful. Except as required by law, the Company undertakes no obligation to update or revise forward-looking statements to reflect new information or events or circumstances that occur after the date of this press release or to reflect the occurrence of unanticipated events or otherwise.

Contact Information
Metro One Telecommunications, Inc.
Jacqueline Danforth
646-831-6244

View original content:https://www.prnewswire.com/news-releases/metro-one-telecommunications-inc-announces-results-of-special-meeting-of-shareholders-held-on-june-30-2021-301323562.html

SOURCE Metro One Telecommunications Inc.

FAQ

What were the results of Metro One Telecommunications' Special Meeting on June 30, 2021?

Shareholders approved the conversion of preferred stock to common stock and other key restructuring actions.

What is the significance of the preferred stock conversion for WOWI?

It allows for enhanced liquidity and improved capital structure.

What is the total number of common shares authorized after the shareholder meeting?

The authorized common stock increased from 50 million to 600 million shares.

How much did Metro One Telecommunications pay for the acquisition of Royal App Ltd.?

The company paid approximately $2.4 million in cash for the acquisition.

What potential risks are associated with the acquisition of Royal App Ltd.?

Acquiring assets from a company in insolvency poses risks related to the stability and value of those assets.