111, Inc. Announces ADS Ratio Change

Rhea-AI Summary

111, Inc. (NASDAQ: YI) has announced plans to modify its American Depositary Shares (ADSs) ratio. The company will change the ratio from 1 ADS representing 2 Class A ordinary shares to 1 ADS representing 20 Class A ordinary shares. This change will effectively function as a one-for-ten reverse ADS split.

The underlying Class A ordinary shares will remain unchanged, with no new shares being issued or cancelled. ADS holders are not required to take any action as the change will be implemented through the ADS depositary. Trading will continue under the ticker symbol 'YI' on Nasdaq, with the ratio change expected to take effect on January 24, 2025. While the ADS price is anticipated to increase proportionally, the company cannot guarantee the post-change price will be equal to or exceed ten times the pre-change price.

Positive

• None.

Negative

• Implementing reverse ADS split, which typically indicates concerns about maintaining listing requirements or stock price levels
• Company cannot guarantee the proportional price increase after the ratio change

Insights

Financial Markets Specialist

This ADS ratio change effectively represents a 1:10 reverse split, a strategic move typically employed by companies facing low stock price challenges. With 111's current market cap at just <money>$52.2 million</money>, this maneuver aims to boost the trading price and potentially maintain Nasdaq listing compliance. The ratio adjustment from 1:2 to 1:20 for Class A ordinary shares means each ADS will now represent 20 shares instead of 2, artificially inflating the stock price by a factor of 10.

This technical adjustment doesn't alter the company's fundamental value or market capitalization. However, it could impact trading dynamics through reduced share float and potentially higher bid-ask spreads. Historical patterns suggest that reverse splits often signal underlying business challenges and frequently precede further price declines. The timing of implementation on January 24, 2025, gives investors a window to evaluate their positions.

Corporate Governance Analyst

The decision to implement this ADS ratio change without concurrent operational announcements raises concerns about 111's strategic direction. While technically maintaining Nasdaq compliance is important, the absence of accompanying growth initiatives or business improvements suggests this is primarily a defensive move. The structure of the ratio change, affecting only ADS holders without impacting the underlying Class A ordinary shares, indicates careful consideration of Chinese regulatory requirements while addressing U.S. market concerns.

For retail investors, it's important to understand that while their number of shares will decrease by a factor of 10, their ownership percentage remains unchanged. However, the reduced float could lead to increased volatility and potentially impact liquidity. The company's cautionary language regarding post-split price performance suggests management's uncertainty about market reception.

SHANGHAI, Jan. 8, 2025 /PRNewswire/ -- 111, Inc. ("111" or the "Company") (NASDAQ: YI), a leading tech-enabled healthcare platform company committed to reshaping the value chain of healthcare industry by digitally empowering the upstream and downstream in China, today announced that it plans to change the ratio of its American Depositary Shares ("ADSs") to Class A ordinary shares from one (1) ADS representing two (2) Class A ordinary shares to the new ratio of one (1) ADS representing twenty (20) Class A ordinary shares.

For the Company's ADS holders, this ratio change will have the same effect as a one-for-ten reverse ADS split. There will be no change to 111's underlying Class A ordinary shares, and no Class A ordinary shares will be issued or cancelled in connection with this ratio change. No action is required by the Company's ADS holders to effect the ratio change, as the change will be effected on the books of the ADS depositary. Following the ratio change, 111's ADSs will continue to be traded on Nasdaq under the ticker symbol "YI."

The effect of the ratio change on the ADS trading price on Nasdaq is expected to take place at the open of business on January 24, 2025. As a result of the change in the ADS ratio, the ADS price is expected to increase proportionally, although the Company can give no assurance that the ADS price after the change in the ADS ratio will be equal to or greater than ten times the ADS price before the change.

Forward-Looking Statements

This press release contains forward-looking statements. These statements constitute "forward-looking" statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "target," "confident" and similar statements. Among other things, the Business Outlook and quotations from management in this announcement, as well as 111's strategic and operational plans, contain forward-looking statements. 111 may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Such statements are based upon management's current expectations and current market and operating conditions and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company's control. Forward-looking statements involve inherent risks, uncertainties and other factors that could cause actual results to differ materially from those contained in any such statements. Potential risks and uncertainties include, but are not limited to, uncertainties as to the Company's ability comply with extensive and evolving regulatory requirements, its ability to compete effectively in the evolving PRC general health and wellness market, its ability to manage the growth of its business and expansion plans, its ability to achieve or maintain profitability in the future, its ability to control the risks associated with its pharmaceutical retail and wholesale businesses, and the Company's ability to meet the standards necessary to maintain listing of its ADSs on the Nasdaq Global Market, including its ability to cure any non-compliance with Nasdaq's continued listing criteria. Further information regarding these and other risks, uncertainties or factors is included in the Company's filings with the U.S. Securities and Exchange Commission. All information provided in this press release is as of the date of this press release, and 111 does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under applicable law.

About 111, Inc.

111, Inc. (NASDAQ: YI) ("111" or the "Company") is a leading tech-enabled healthcare platform company committed to reshaping the value chain of healthcare industry by digitally empowering the upstream and downstream in China. The Company provides consumers with better access to pharmaceutical products and healthcare services directly through its online retail pharmacy, 1 Pharmacy, and indirectly through its offline virtual pharmacy network. The Company also offers online healthcare services through its internet hospital, 1 Clinic, which provides consumers with cost-effective and convenient online consultation, electronic prescription service, and patient management service. In addition, the Company's online platform, 1 Medicine, serves as a one-stop shop for pharmacies to source a vast selection of pharmaceutical products. With the largest virtual pharmacy network in China, 111 enables offline pharmacies to better serve their customers with cloud-based services. 111 also provides an omni-channel drug commercialization platform to its strategic partners, which includes services such as digital marketing, patient education, data analytics, and pricing monitoring.

For more information on 111, please visit: http://ir.111.com.cn/.

View original content:https://www.prnewswire.com/news-releases/111-inc-announces-ads-ratio-change-302345189.html

SOURCE 111, Inc.

FAQ

When will YI's ADS ratio change take effect?

The ADS ratio change for 111, Inc. (YI) is scheduled to take effect at the open of business on January 24, 2025.

What is the new ADS to Class A ordinary shares ratio for YI stock?

The new ratio will be 1 ADS representing 20 Class A ordinary shares, changed from the previous ratio of 1 ADS representing 2 Class A ordinary shares.

How will YI's ADS ratio change affect shareholders?

The ratio change will have the same effect as a one-for-ten reverse ADS split. No action is required from ADS holders as the change will be handled by the ADS depositary.

Will YI's underlying Class A ordinary shares be affected by the ADS ratio change?

No, there will be no change to 111's underlying Class A ordinary shares, and no shares will be issued or cancelled in connection with this ratio change.

Will YI's stock symbol change after the ADS ratio modification?

No, 111, Inc. will continue to trade on Nasdaq under the ticker symbol 'YI' following the ratio change.