REG - T Stamp Inc - Trust Stamp Announces Stock Split

MetlifeAnnouncement

20/08/2021 08:05

RNS Number : 2400J
  
T Stamp Inc
  
20 August 2021
  
 

 
 
T STAMP INC
('Trust Stamp' or 'The Company')
Trust Stamp Announces Stock Split in Pursuit of Uplisting to Nasdaq Capital Market
 
20 August 2021: Trust Stamp (OTCQX: IDAI, Euronext Growth: AIID ID), a global provider of AI-powered identity services used in multiple sectors, today announces that effective August 23, 2021, it will complete a sub-division (the 'Share Split') of each share of Class A Common Stock ('Pre-Split Shares') into five shares of Class A Common Stock ('Post-Split Shares') in support of the Company's application to list on the Nasdaq Capital Market.
 
The Board of Directors of T Stamp Inc. and the holders of a majority of outstanding shares each approved an amendment to the Company's Amended and Restated Articles of Incorporation to effect a 5-for-1 split of the Company's stock, which was filed with the Secretary of State of Delaware on 18 August 2021. 
 
The last day of trading in the Pre-Split Shares is expected to be Friday, 20 August 2021 (the 'Record Date'), and the Post-Split Shares are expected to begin trading on a split-adjusted basis on the market opening of both Euronext Growth and OTCQX on 23 August 2021 (the 'Effective Date'). At that time, the Post-Split Shares will trade on OTCQX under the trading symbol "IDAID" for 20 business days, after which the Company's trading symbol will revert to "IDAI". There will be no change to the Company's trading symbol on Euronext Growth. 
 
As a result of the Share Split, each Shareholder of record will receive four additional shares of Common Stock for each share held as of the Effective Date. The number of shares authorised and the number of shares in issue will each be increased by a factor of five, and the price per share at which the stock trades is expected to adjust accordingly. The split will not alter any Shareholders' percentage shareholding in the company, nor will it result in any dilution or change to the overall value of their investment.
 
The Share Split is in furtherance of Trust Stamp's application to list on the Nasdaq Capital Market, announced in April of this year. The Company intends for this corporate action to assist in meeting the trading volume requirement for the Nasdaq listing criteria that it is following, which requires (amongst other criteria) a minimum average trading volume of 2,000 shares per day over a 30 day-period. Uplisting from the OTCQX Best Market to NASDAQ requires meeting both quantitative and qualitative standards and cannot be assured, but the Company continues to actively work through the application process with Nasdaq staff and its advisors.
 
Trust Stamp is taking an additional step towards satisfying Nasdaq listing requirements by conducting a public offering.* Further information on both the Share Split and the investment opportunity will be provided to Shareholders. The Company plans to launch the public offering in the coming week. 
 
Trust Stamp CEO Gareth Genner comments: "The Share Split and our upcoming public offering represent two critical steps in our progress toward achieving a Nasdaq listing, while also serving to improve liquidity and increase working capital as we maximize current market opportunities.
 
As the leading global exchange for innovative technology companies, Nasdaq offers the visibility needed to expand our impact in both the public and private sectors, greater leverage in strategic transactions that support corporate growth and improve long-term Shareholder value, and ultimately a platform to accelerate our mission of delivering transformational identity solutions that promote secure societal and financial inclusion."
 
Further information on how the Share Split affects existing Shareholders can be found on the Company's Investor Relations webpage. Following the Effective Date Shareholders should direct any questions regarding the number of shares shown in their account to their brokerage or, if they have not deposited their shares with a broker, with the Company's stock transfer agent, Colonial Stock Transfer, at shareholders@colonialstock.com.
            
The Split Shares will have a new ISIN and CUSIP, as follows:
            New ISIN: US8730483000
            New CUSIP: 873048300
 
Increase in Number of Shares as a Result of the Stock Split



Number of shares outstanding prior to the stock split


3,876,655 shares




Increase in total number of issued shares as a result of this stock split


15,506,620 shares




Number of issued shares after the stock split


19,383,275 shares




Total number of authorized shares after the stock split


37,500,000 shares



                                    
Stock Split Schedule



Date of public notice of the record date


August 18, 2021 (scheduled)




Record date


August 20, 2021 (scheduled)




Effective date    


August 23, 2021 (scheduled)



 
*Disclaimer
1.   No money or other consideration is being solicited by this communication, and if sent in response, will not be accepted.
2.   No offer to buy the securities can be accepted and no part of the purchase price can be received until the offering statement is filed and only through the qualified intermediary's platform; and
3.   We are not soliciting an indication of interest from you. If you give an unsolicited indication of interest it will involve no obligation or commitment of any kind.
 
Enquiries
Trust Stamp                                                     Email: Shareholders@truststamp.ai
Gareth Genner, Chief Executive Officer                
Nisha Naik, Executive VP of Communications
Davy (Euronext Growth Advisor)                       Tel: +353 1 679 6363
Barry Murphy 
Powerscourt (Financial Public Relations)         Tel: +353 87 236 5973
Eavan Gannon                                                    Email: Truststamp@powerscourt-group.com
 
About Trust Stamp
Trust Stamp is a global provider of AI-powered identity services for use in multiple sectors including banking and finance, regulatory compliance, government, real estate, communications, and humanitarian services. Its technology empowers organisations with advanced biometric identity solutions that reduce fraud, protect personal data privacy, increase operational efficiency, and reach a broader base of users worldwide through its unique data transformation and comparison capabilities. 
Located in seven countries across North America, Europe, Asia, and Africa, Trust Stamp trades on the OTCQX Best Market (OTCQX: IDAI) and Euronext Growth in Dublin (Euronext Growth: AIID ID). Founded in 2016 by Gareth Genner and Andrew Gowasack, the company now employs over 80 people with flagship customers including Mastercard International and FIS. 
 
 

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