VRINGO, INC. ANNOUNCES REVERSE STOCK SPLIT
(Thomson Reuters ONE) -
NEW YORK - November 25, 2015 - Vringo, Inc. (NASDAQ: VRNG), a company engaged in
the innovation, development and monetization of intellectual property as well as
the commercialization and distribution of wire-free charging and rugged
computing devices, today announced the that effective at 5:00 pm, Eastern Time,
on November 27, 2015 ("Effective Time"), the Company will effect a one-for-ten
reverse stock split of its outstanding common stock. The Company''s common stock
will open for trading on The NASDAQ Capital Market on November 30, 2015 on a
post-split basis.
The reverse stock split is intended to increase the per share trading price of
the Company''s common stock to satisfy the $1.00 minimum bid price requirement
for continued listing on The NASDAQ Capital Market. As a result of the reverse
stock split, every ten shares of the Company''s common stock issued and
outstanding on the Effective Time will be consolidated into one issued and
outstanding share, except to the extent that the reverse stock split results in
any of the Company''s stockholders owning a fractional share, which would be
rounded up to the next highest whole share. In connection with the reverse stock
split, there will be no change in the nominal par value per share of $0.01.
Trading of the Company''s common stock on The NASDAQ Capital Market will
continue, on a split-adjusted basis, with the opening of the markets on Monday,
November 30, 2015, under the existing trading symbol "VRNG" and under a new
CUSIP number 92911N302. The reverse stock split reduces the number of shares of
the Company''s common stock outstanding from approximately 112.7 million pre-
reverse split shares to approximately 11.3 million post-reverse split.
The Company has retained its transfer agent, American Stock Transfer & Trust
Company, LLC ("AST"), to act as its exchange agent for the reverse stock split.
AST will provide stockholders of record as of the Effective Time a letter of
transmittal providing instructions for the exchange of their stock certificates.
Stockholders owning shares via a broker or other nominee will have their
positions automatically adjusted to reflect the reverse stock split, subject to
brokers'' particular processes, and will not be required to take any action in
connection with the reverse stock split.
The reverse stock split was approved within a range of one-for-two to one-for-
ten by the Company''s stockholders at the 2015 Annual Meeting of Stockholders
held on November 16, 2015 and the specific ratio of one-for-ten was subsequently
approved by the Company''s Board of Directors. For more information regarding the
reverse stock split, please refer to the Company''s definitive proxy statement
filed with the Securities and Exchange Commission on Schedule 14A on September
25, 2015.
About Vringo, Inc.
Vringo, Inc. is engaged in the innovation, development and monetization of
intellectual property as well as the commercialization and distribution of wire-
free charging and rugged computing devices. Vringo''s intellectual property
portfolio consists of over 600 patents and patent applications covering telecom
infrastructure, internet search, ad-insertion, mobile and wire-free charging
technologies. Vringo''s subsidiary fliCharge is dedicated to the licensing and
commercialization of wire-free charging technologies. Vringo''s subsidiary Group
Mobile is dedicated to the marketing and sale of rugged computing devices. For
more information, visit: www.vringo.com.
Forward-Looking Statements
This press release includes forward-looking statements, which may be identified
by words such as "believes," "expects," "anticipates," "estimates," "projects,"
"intends," "should," "seeks," "future," "continue," or the negative of such
terms, or other comparable terminology. Forward-looking statements are
statements that are not historical facts. Such forward-looking statements are
subject to risks and uncertainties, which could cause actual results to differ
materially from the forward-looking statements contained herein. Factors that
could cause actual results to differ materially include, but are not limited to:
our inability to license and monetize our patents, including the outcome of the
litigation against ZTE and other companies; our inability to recognize the
anticipated benefits of the acquisition of IDG, which may be affected by, among
other things, competition, our ability to secure advantageous licensing and
sales agreements, market acceptance of IDG''s technology, potential technology
obsolescence, protection of intellectual property rights and potential liability
risks that are inherent in the marketing and sale of products used by consumers;
our inability to monetize and recoup our investment with respect to patent
assets that we acquire; our inability to develop and introduce new products
and/or develop new intellectual property; our inability to protect our
intellectual property rights; new legislation, regulations or court rulings
related to enforcing patents, that could harm our business and operating
results; unexpected trends in the mobile phone and telecom infrastructure
industries; our inability to raise additional capital to fund our combined
operations and business plan; our inability to maintain the listing of our
securities on a major securities exchange; the potential lack of market
acceptance of our products; potential competition from other providers and
products; our inability to retain key members of our management team; the future
success of Infomedia and our ability to receive value from its stock; our
ability to continue as a going concern; our liquidity and other risks and
uncertainties and other factors discussed from time to time in our filings with
the Securities and Exchange Commission ("SEC"), including our annual report on
Form 10-K filed with the SEC on March 16, 2015. Vringo expressly disclaims any
obligation to publicly update any forward-looking statements contained herein,
whether as a result of new information, future events or otherwise, except as
required by law.
Contacts:
Investors and Media:
Cliff Weinstein
Executive Vice President
Vringo, Inc.
646-532-6777
cweinstein(at)vringoinc.com
This announcement is distributed by GlobeNewswire on behalf of
GlobeNewswire clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Vringo, Inc. via GlobeNewswire
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