COLUMBIA, Md., Oct. 26,
2023 /PRNewswire/ -- GSE Solutions ("GSE
Systems, Inc." or "GSE") (Nasdaq: GVP), a leader in advanced
engineering and workforce solutions that supports the future of
clean-energy production and decarbonization initiatives for the
nuclear power industry, announced that it will conduct a reverse
stock split of its outstanding shares of common stock at a ratio of
10-for-1. The reverse stock split will become effective at
12:01 a.m. Eastern Time, on
October 30, 2023. The Company's
common stock will begin trading on a post-split basis at the market
open on October 30, 2023, under the
Company's existing trading symbol "GVP". The reverse stock split is
part of the Company's plan to regain compliance with the Minimum
Bid Price Requirement of $1.00 per
share required to maintain continued listing on The Nasdaq Capital
Market, among other benefits.
The reverse stock split was approved by the Company's
stockholders at the Company's Annual Meeting of Stockholders held
on June 12, 2023, to be effected in
the Board's discretion within approved parameters. The final ratio
was approved by the Company's Board on September 11, 2023.
The reverse stock split reduces the number of shares of the
Company's outstanding common stock from approximately 25 million
shares to approximately 2.5 million shares, subject to adjustment
due to the payment of cash in lieu of fractional shares. As a
result of the Reverse Stock Split, proportionate adjustments will
be made to the number of shares of the Company's common stock
underlying the Company's outstanding equity awards, warrants and
convertible notes and the number of shares issuable under the
Company's equity incentive plans and other existing agreements, as
well as the exercise or conversion price, as applicable. There will
be no change to the number of authorized shares or the par value
per share.
INFORMATION FOR GVP STOCKHOLDERS
As a result of the reverse stock split, every ten shares of
pre-split common stock that is outstanding will become one share of
common stock. The Company's transfer agent, Continental Stock
Transfer & Trust, will serve as the exchange agent for the
reverse stock split.
Registered stockholders that hold shares of pre-split common
stock in the Company electronically in book-entry form are not
required to take any action in order to receive post-split shares
of common stock. For stockholders that hold shares of common stock
in certificate form, such stockholders will receive a transmittal
letter from Continental Stock Transfer & Trust containing
instructions, which will be provided as soon as practicable
following the effective date.
For stockholders that hold their shares of common stock either
in a brokerage or in "street name" will have their shares of common
stock automatically adjusted to reflect the reverse stock split,
subject to compliance with each broker's particular processes. Such
stockholders will not be required to take any separate action in
connection the reverse stock split.
No fractional shares of common stock will be issued in
connection with the reverse stock split. Stockholders that would
otherwise be entitled to receive fractional shares of common stock
will receive a cash payment in lieu of such fractional shares.
FORWARD LOOKING STATEMENTS
The Company makes statements in this press release that are
considered forward-looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of
the Securities Exchange Act of 1934. These statements reflect the
company's current expectations concerning future events and
results. The Company uses words such as "expect," "intend,"
"believe," "may," "will," "should," "could," "anticipates," and
similar expressions to identify forward-looking statements, but
their absence does not mean a statement is not forward-looking.
These statements are not guarantees of the Company's future
performance and are subject to risks, uncertainties, and other
important factors that could cause our actual performance or
achievements to be materially different from those the Company
projects. For a full discussion of these risks, uncertainties, and
factors, the company encourages you to read the Company's documents
on file with the Securities and Exchange Commission, including
those set forth in the Company's periodic reports under the
forward-looking statements and risk factors sections. The Company
does not intend to update or revise any forward-looking statements,
whether as a result of new information, future events, or
otherwise.
ABOUT GSE SOLUTIONS
Proven by more than 50 years of experience in the nuclear power
industry, GSE knows what it takes to help customers deliver
carbon-free electricity safely and reliably. Today, GSE Solutions
leverages top talent, expertise, and technology to help energy
facilities achieve next-level power plant performance. GSE's
advanced Engineering and Workforce Solutions divisions offer highly
specialized training, engineering design, program compliance,
simulation, and technical staffing that reduce risk and optimize
plant operations. GSE delivers operational excellence with over
1,100 installations and hundreds of customers in over 50 countries.
www.gses.com
Media Contact
Sunny
DeMattio
GSE Solutions
Director of Marketing & Communications
sunny.demattio@gses.com
Direct: +1 410.970.7931
Investor Contact
Adam
Lowensteiner
Vice President
Lytham Partners
gvp@lythampartners.com
Direct: +1 646.829.9702
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SOURCE GSE Systems, Inc.
