CTDC Announces Name Change and Reverse Stock Split
24 Oktober 2012 - 6:43PM
China Technology Development Group Corporation (Nasdaq:CTDC) ("we"
or "the Company") today announced the change of its name to
Renewable Energy Trade Board Corporation and the implementation of
a 1-for-10 reverse split of its common stock. The name change and
the reverse stock split will become effective on Wednesday, October
24, 2012, upon receipt of the approval by the registrar of British
Virgin Islands of the Company's amended and restated Memorandum of
Association effecting these changes. The Company's common stock
will begin trading on The Nasdaq Capital Market under the new
symbol "EBOD" and on a split-adjusted basis when the market opens
on Thursday, October 25, 2012. In addition, the Company's common
stock will begin trading at such time under a new CUSIP number
(G7495T 106).
Both the name change and reverse stock split were approved by
the Company's shareholders at the 2012 annual general meeting of
shareholders (the "2012 AGM") held in Hong Kong on September 28,
2012. The Company's board of directors (the "Board of Directors")
was authorized to implement a reverse stock split and determine the
ratio of the split within a range of not less than 1-for-2 and not
greater than 1-for-10. The Board of Directors has determined to fix
the ratio for the reverse stock split at 1-for-10.
At the effective time of the reverse stock split, every ten
shares of the Company's issued and outstanding common stock will be
converted automatically into one issued and outstanding share of
common stock. The par value per share will be increased to US$0.10,
the number of shares of common stock authorized will be reduced to
400,000,000, and the number of shares of the Company's issued and
outstanding common stock will be reduced from 22,498,549 to
approximately 2,249,854. In addition, the reverse stock split will
effect a proportionate adjustment to the per share exercise price
and the number of shares issuable upon the exercise of all
outstanding stock options and warrants to purchase or acquire
shares of the Company's common stock.
The purpose of the reverse stock split is to regain compliance
with the US$1.00 per share minimum bid price requirement for
continued listing of the Company's common stock on The Nasdaq
Capital Market. As previously reported, in order to maintain its
listing on the Nasdaq Capital Market, on or before November 26,
2012, the Company's common stock must have a minimum closing bid
price of US$1.00 per share for a minimum of ten consecutive trading
days. However, there can be no assurance that the Company's common
stock will meet the Nasdaq Capital Market continued listing
requirements following the reverse stock split.
After the effective date, record holders of the Company's common
stock will receive a letter of transmittal from American Stock
Transfer & Trust Company, the Company's transfer agent, with
instructions for the exchange of existing stock certificates. The
transfer agent will act as the exchange agent and can be contacted
at (877) 248-6417 or (718) 921-8317. No fractional shares will be
issued as result of the reverse stock split. Instead, the transfer
agent will aggregate all fractional shares and arrange for them to
be sold as soon as practical after the effective date of the
reverse stock split at the then prevailing prices on the open
market on behalf of those shareholders. After such sale and, in the
case of holder of certificated common stock, upon the surrender of
the stock certificates representing such shares, shareholders will
receive a payment from the transfer agent acting on behalf of the
Company in an amount equal to the shareholder's pro rata share of
the total net proceeds derived from the sale of the fractional
interest to which they would otherwise be entitled.
Additional information regarding the name change and the reverse
stock split can be found in the Company's proxy statement for 2012
AGM, copies of which are available at
http://www.chinactdc.com/english/Investor/AGM.html or
https://materials.proxyvote.com/G84384
About CTDC:
CTDC is a fast growing clean energy group in China based in Hong
Kong, providing solar energy products and solutions to the global
market under the "LSP" brand.
CTDC's major shareholder is China Merchants Group, a state-owned
conglomerate in China (http://www.cmhk.com).
For more information, please visit http://www.chinactdc.com
Forward-Looking Statement Disclosure:
It should be noted that certain statements herein which are not
historical facts, including, without limitation, those regarding
the ability of the Company to regain compliance with the listing
requirements of The Nasdaq Capital Market and statements preceded
by "believe," "expect," "anticipate," "foresee," "target,"
"estimate," "designed," "plans," "will" or similar expressions are
forward-looking statements. These statements are based on
management's best assumptions and beliefs in light of the
information currently available to it. Because they involve risks
and uncertainties, actual results may differ materially from the
results that the Company currently expects. Factors that could
cause these differences include the risk factors specified on the
Company's annual report on Form 20-F for the year ended December
31, 2011 under "Item 3.D Risk Factors." Other unknown or
unpredictable factors or underlying assumptions subsequently
proving to be incorrect could cause actual results to differ
materially from those in the forward-looking statements. The
Company does not undertake any obligation to update publicly or
revise forward-looking statements, whether as a result of new
information, future events or otherwise, except to the extent
legally required.
CONTACT: Serena Wu, Assistant to President
China Technology Development Group Corporation
Tel: +852 3112 8461
Email: ir@chinactdc.com
Web: www.chinactdc.com
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