COMMON STOCK WILL BEGIN TRADING ON
SPLIT-ADJUSTED BASIS ON JULY
28, 2023
LAKE
FOREST, Calif., July 26,
2023 /PRNewswire/ -- BIOLASE, Inc. (NASDAQ:
BIOL) ("BIOLASE" or the "Company"), a global leader in
dental lasers, today announced that it held a special meeting of
its stockholders on July 20, 2023
where the Company's stockholders granted the Board of Directors the
discretion to effect a reverse stock split of the Company's common
stock at a ratio between 1-to-2 and 1-to-100. Shortly following the
special meeting, the Board of Directors exercised such discretion
to effect a 1-for-100 reverse stock split that will become
effective at 11:59 p.m. Eastern Time
on July 27, 2023, and the Company's
common stock will begin trading on a split-adjusted basis at the
opening of the market on July 28,
2023.
The 1-for-100 reverse stock split will reduce the number of
outstanding shares of Company common stock from approximately 104
million shares to approximately 1.04 million shares. Proportional
adjustments will be made to the number of shares of BIOLASE's
common stock issuable upon exercise or conversion of BIOLASE's
outstanding equity awards and warrants, as well as the applicable
exercise price. There will be no change to the total number of
authorized shares of Company common stock as set forth in the
Restated Certificate of Incorporation of the Company, as
amended.
The primary purpose of the 1-for-100 reverse stock split is
to raise the per-share trading price of the Company's common stock
to allow for its continuous listing on the Nasdaq Capital Market,
among other benefits. The Nasdaq Capital Market requires, among
other things, that a listing a company's common stock maintain a
minimum bid price of at least $1.00
per share.
Information for BIOLASE Stockholders
At the effective time of the reverse stock split, BIOLASE
stockholders will receive one new share of Company common stock for
every 100 shares held. Record holders of Company common stock will
receive a transaction statement with respect to the exchange of
such shares for post-reverse split shares. Computershare Trust
Company, N.A., the transfer agent for Company common stock, will
act as the exchange agent, and can be contacted at (800)
546-5141.
BIOLASE will not issue fractional shares that result from the
reverse stock split. Rather, Computershare will aggregate all
fractional shares and arrange for them to be sold in a timely
manner after the effective time of the reverse stock split at the
then prevailing prices on the Nasdaq Capital Market. After such
sale, Computershare will pay to each holder of record such
stockholder's pro rata share of the net proceeds derived from the
sale of the fractional interest to which such holder would
otherwise be entitled.
For more information on the reverse stock split, please refer to
BIOLASE's proxy materials for the July 20,
2023 special meeting of stockholders, which can be accessed
through the investor portion of BIOLASE's website
at http://www.biolase.com and on the SECs EDGAR
website, www.sec.gov.
About BIOLASE
BIOLASE is a medical device company that develops,
manufactures, markets, and sells laser systems in dentistry and
medicine. BIOLASE's products advance the practice of dentistry and
medicine for patients and healthcare professionals. BIOLASE's
proprietary laser products incorporate approximately 266 patented
and 25 patent-pending technologies designed to provide biologically
and clinically superior performance with less pain and faster
recovery times. BIOLASE's innovative products provide cutting-edge
technology at competitive prices to deliver superior results for
dentists and patients. BIOLASE's principal products are
revolutionary dental laser systems that perform a broad range of
dental procedures, including cosmetic and complex surgical
applications. From 1998 through December 31, 2022, BIOLASE has sold over
45,500 laser systems to date in over 80 countries around the world.
Laser products under development address BIOLASE's core dental
market and other adjacent medical and consumer applications.
For updates and information on Waterlase iPlus®, Waterlase
Express™, and laser dentistry, find BIOLASE online
at www.biolase.com, Facebook at www.facebook.com/biolase,
Twitter at www.twitter.com/biolaseinc, Instagram
at www.instagram.com/waterlase_laserdentistry, and LinkedIn
at www.linkedin.com/company/biolase.
BIOLASE®, Waterlase® and Waterlase iPlus® are registered
trademarks of BIOLASE, Inc.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains forward-looking statements, as that
term is defined in the Private Litigation Reform Act of 1995, that
involve significant risks and uncertainties. Forward-looking
statements can be identified through the use of words such as may,"
"might," "will," "intend," "should," "could," "can," "would,"
"continue," "expect," "believe," "anticipate," "estimate,"
"predict," "outlook," "potential," "plan," "seek," and similar
expressions and variations or the negatives of these terms or other
comparable terminology. These statements are based upon current
beliefs, expectations and assumptions and include statements
regarding BIOLASE's ability to realize any anticipated benefits
from the reverse stock split, including maintaining its listing on
the Nasdaq Capital Market. Readers are cautioned not to place
undue reliance on these forward-looking statements, which reflect
BIOLASE's current expectations and speak only as of the date of
this release. Actual results may differ materially from BIOLASE's
current expectations depending upon a number of factors. These
factors include, among others, those risks and uncertainties that
are described in the "Risk Factors" section of BIOLASE's annual
report filed on Form 10-K filed with the Securities and Exchange
Commission. Except as required by law, BIOLASE does not undertake
any responsibility to revise or update any forward-looking
statements.
For further information, please contact:
EVC Group LLC
Michael Polyviou / Todd Kehrli
(732) 933-2754
mpolyviou@evcgroup.com / tkehrli@evcgroup.com
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SOURCE BIOLASE, Inc.