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Appoints Current Dana Director R. Bruce McDonald as Chairman and CEO Announces Plan to Sell Off-Highway Business Initiates $200 Million Cost Reduction Plan Confirms 2024 Full-Year Guidance Ranges for Sales, Adjusted EBITDA and Free Cash Flow MAUMEE, Ohio , Nov. 25, 2024 /PRNewswire/ -- Dana Incorporated (NYSE: DAN) today announced the appointment of R. Bruce McDonald , a member of the Dana Board of Directors, as Chairman and Chief Executive Officer, effective immediately. Mr. McDonald's appointment follows the retirement of James Kamsickas as Chief Executive Officer and his departure from the Board. Mr. Kamsickas will remain as an advisor to the Company through March 2025 to support the transition. The Board has retained a leading executive search firm to identify the Company's next permanent CEO. Keith Wandell , Dana's Lead Independent Director, said, "Jim is an exceptional leader with more than 18 years as a CEO in the industry. He led Dana through one of the industry's most challenging periods while successfully building a high-performance culture, enabling a world-class manufacturing company and assembling a portfolio of leading products and technologies. The Board and Jim agreed that now is the right time to transition the leadership of Dana, and we thank Jim for his many contributions over his nine years leading the Company and wish him all the best." Mr. Kamsickas said, "I am proud of the work the Dana team has done over the past decade to grow revenues and successfully enhance the technology to serve all mobility markets no matter what type of propulsion they may use. It has been an honor to lead this talented global team during that time and I am confident the Company is well positioned for the future." Mr. Wandell continued, "We continue to have confidence in the long-term opportunity in the mobility industry, however it is undergoing a significant transformation, including protracted cost pressures and demand uncertainty. To address these challenges and deliver more value to customers and shareholders, Dana is taking action to streamline the business, unlock the value of its Off-Highway business and further reduce costs. Bruce is an experienced public company CEO in our industry with significant M&A expertise, and we are confident that he is the right person to oversee this transformation while the Board conducts a search for a permanent successor." Plan to Sell Off-Highway Business Dana today also announced it has engaged financial advisors Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC to sell its Off-Highway business, which the Board believes will unlock substantial value for shareholders. The Off-Highway business provides drive and motion systems for heavy-duty vehicles in markets such as agriculture, materials handling, mining, construction and forestry. A sale will position Dana with a streamlined go-to-market approach focused on serving its light and commercial vehicle customers, with traditional and electrified products that are largely shared across the remaining portfolio. Proceeds from a potential sale will enable Dana to strengthen its balance sheet through substantially reduced leverage, and to return capital to shareholders. While the Company and its advisors believe there is strong interest in the Off-Highway business, there can be no assurance that the sale process for Off-Highway will result in a transaction. There is no timeframe for the conclusion of the process, and the Company does not intend to comment further regarding this matter unless and until further disclosure is determined to be appropriate. Cost Reduction Actions While Dana continues to improve its profitability in a challenging operating environment, the Company announced further actions to support sustained long-term profitability and enhanced cash flow generation. This includes substantial reductions in selling, general & administrative costs across all the Company's businesses and engineering expenses to match current industry dynamics, including the ongoing delay in the adoption of electric vehicles. The Company expects to deliver annualized savings of approximately $200 million by 2026. Furthermore, the Company plans to reduce capital spending to reflect the revised market demand for electric vehicles. Bruce McDonald , Chief Executive Officer said, "Dana is committed to a strategy that accelerates value creation and has taken action to flex its cost structure and generate efficiencies by leveraging its core strengths through current market conditions. It is clear that further actions are needed, and I am confident that the new incremental cost reductions, paired with the benefits of a potential Off-Highway sale, will enhance shareholder value. Following the Off-Highway business sale, we believe Dana will have an adjusted EBITDA margin and free cash flow margin in excess of current levels." Mr. McDonald continued, "Dana is differentiated by leading technology innovation and a track record of continuous improvement. My conviction in our businesses, the team and the opportunities to capitalize on the EV transition over the long term remain strong. I look forward to stepping into my new role as CEO at such an important time for Dana and will work diligently alongside the Board and management team to deliver on these actions and drive value for Dana shareholders." Reaffirms 2024 Full-Year Guidance Ranges Dana is also reaffirming its previously announced guidance ranges for sales of $10.2 to $10.4 billion , Adjusted EBITDA of $855 to $895 million and free cash flow of $90 to $110 million for full year 2024, as outlined in the Company's third quarter 2024 earnings announcement on October 30, 2024 . About R. Bruce McDonald R. Bruce McDonald is a senior executive with over 30 years of experience in the automotive and manufacturing industries and significant expertise. Mr. McDonald has been a member of the Dana Board of Directors since 2014. He is also the retired chairman and chief executive officer of Adient plc., a global mobility supplier. He previously served as executive vice president and vice chairman of Johnson Controls, Inc., a global manufacturer of automotive, power and building solutions from 2014 to 2016. Mr. McDonald also served as executive vice president and chief financial officer of Johnson Controls from 2005 to September 2014 . Before joining Johnson Controls as vice president and corporate controller in 2001, he was vice president for finance at TRW Automotive. Prior to his appointment as Chairman of the Board, Mr. McDonald served on Dana's Audit Committee and as chair of the Nominating and Corporate Governance Committee. Forward-Looking Statements Certain statements and projections contained in this news release are, by their nature, forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on our current expectations, estimates, and projections about our industry and business, management's beliefs, and certain assumptions made by us, all of which are subject to change. Forward-looking statements can often be identified by words such as "anticipates," "expects," "intends," "plans," "predicts," "believes," "seeks," "estimates," "may," "will," "should," "would," "could," "potential," "continue," "ongoing," and similar expressions, and variations or negatives of these words. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties, and assumptions that could cause our actual results to differ materially and adversely from those expressed in any forward-looking statement. Dana's Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K, and other Securities and Exchange Commission filings discuss important risk factors that could affect our business, results of operations and financial condition. The forward-looking statements in this news release speak only as of this date. Dana does not undertake any obligation to revise or update publicly any forward-looking statement for any reason. About Dana Incorporated Dana is a leader in the design and manufacture of highly efficient propulsion and energy-management solutions that power vehicles and machines in all mobility markets across the globe. The company is shaping sustainable progress through its conventional and clean-energy solutions that support nearly every vehicle manufacturer with drive and motion systems; electrodynamic technologies, including software and controls; and thermal, sealing, and digital solutions. Based in Maumee, Ohio , USA, the company reported sales of $10.6 billion in 2023 with 42,000 people in 31 countries across six continents. With a history dating to 1904, Dana was named among the "World's Most Ethical Companies" for 2023 and 2024 by Ethisphere and as one of "America's Most Responsible Companies 2023" by Newsweek. The company is driven by a high-performance culture that focuses on valuing others, inspiring innovation, growing responsibly, and winning together, earning it global recognition as a top employer. Learn more at dana.com . Craig Barber , +1-419-699-4990, craig.barber@dana.com View original content to download multimedia: https://www.prnewswire.com/news-releases/dana-announces-leadership-transition-and-actions-to-accelerate-value-creation-302315797.html SOURCE Dana IncorporatedTwo new cannabis dispensaries have received state licenses to open in Carroll County, though it's not clear yet where they will be located.
BRITISH holidaymakers have been warned after five people including a British lawyer died following a suspected fake booze poisoning in Laos. Simone White, 28, from Orpington, Kent, died after falling ill when she was allegedly being served alcohol laced with methanol in the South East Asian holiday hotspot. 5 British lawyer Simone White, 28,has died 5 Bianca Jones, 19, has died in hospital 5 Some tourists reportedly became ill with suspected methanol poisoning after drinking at the Nana Backpacker hostel Credit: AP The British government has issued an urgent warning as 11 people, including Brits, remain in hospital after allegedly being served laced drinks at a bar in Vang Vieng, over 100 miles away from the Thailand border. Simone was hospitalised after it is feared she drank shots laced with methanol. She has now been confirmed as the fifth tourist to have died. Simone was an associate lawyer specialising in intellectual property and technology in London at the American law firm Squire Patton Boggs, The Times reports. She was an A-level pupil at St Olave's Grammar School in... Elizabeta RanxburgajANN ARBOR, Mich. — Michigan's defense of the national championship has fallen woefully short. The Wolverines started the season ranked No. 9 in the AP Top 25, making them the third college football team since 1991 to be ranked worse than seventh in the preseason poll after winning a national title. Michigan (6-5, 4-4 Big Ten) failed to meet those modest expectations, barely becoming eligible to play in a bowl and putting the program in danger of losing six or seven games for the first time since the Brady Hoke era ended a decade ago. The Wolverines potentially can ease some of the pain with a win against rival and second-ranked Ohio State (10-1, 7-1, No. 2 CFP) on Saturday in the Horseshoe, but that would be a stunning upset. Ohio State is a 21 1/2-point favorite, according to the BetMGM Sportsbook, and that marks just the third time this century that there has been a spread of at least 20 1/2 points in what is known as "The Game." Michigan coach Sherrone Moore doesn't sound like someone who is motivating players with an underdog mentality. "I don't think none of that matters in this game," Moore said Monday. "It doesn't matter the records. It doesn't matter anything. The spread, that doesn't matter." How did Michigan end up with a relative mess of a season on the field, coming off its first national title since 1997? Winning it all with a coach and star player contemplating being in the NFL for the 2024 season seemed to have unintended consequences for the current squad. The Wolverines closed the College Football Playoff with a win over Washington on Jan. 8; several days later quarterback J.J. McCarthy announced he was skipping his senior season; and it took more than another week for Jim Harbaugh to bolt to coach the Los Angeles Chargers. In the meantime, most quality quarterbacks wanting to transfer had already enrolled at other schools and Moore was left with lackluster options. Davis Warren beat out Alex Orji to be the team's quarterback for the opener and later lost the job to Orji only to get it back again. No matter who was under center, however, would've likely struggled this year behind an offensive line that sent six players to the NFL. The Wolverines lost one of their top players on defense, safety Rod Moore, to a season-ending injury last spring and another one, preseason All-America cornerback Will Johnson, hasn't played in more than a month because of an injury. The Buckeyes are not planning to show any mercy after losing three straight in the series. "We're going to attack them," Ohio State defensive end Jack Sawyer said. "We know they're going to come in here swinging, too, and they've still got a good team even though the record doesn't indicate it. This game, it never matters what the records are." While a win would not suddenly make the Wolverines' season a success, it could help Moore build some momentum a week after top-rated freshman quarterback Bryce Underwood flipped his commitment from LSU to Michigan. "You come to Michigan to beat Ohio," said defensive back Quinten Johnson, intentionally leaving the word State out when referring to the rival. "That's one of the pillars of the Michigan football program. "It doesn't necessarily change the fact of where we are in the season, but it definitely is one of the defining moments of your career here at Michigan." AP Sports Writer Mitch Stacy in Columbus, Ohio, contributed to this report. Get local news delivered to your inbox!Popular social network TikTok did not receive a reprieve from the U.S. Court of Appeals for the District of Columbia Circuit, and it is still facing a ban that is set to be enacted in January, reports The Wall Street Journal . TikTok and several of the social network's users challenged an April bill that is forcing Chinese company ByteDance to sell TikTok . The bill provided ByteDance with a nine-month period to sell TikTok to a company outside of China, and if the sale doesn't happen, TikTok won't be able to be distributed in the United States. TikTok claimed that the bill was unconstitutional because it infringes on free speech, but the court rejected that claim. While the ban is set to go into effect in January, TikTok is likely to appeal to the U.S. Supreme Court, seeking an emergency stay. From there, the Supreme Court will decide whether to hear the case. If TikTok is banned, Google, Apple, and other app distributors will not be able to provide the app for download, nor offer updates to the app. Internet hosting services will also be blocked from supporting the app, giving U.S. users no way to download it. TikTok users will, however, be able to keep using the app so long as it functions. ByteDance does not plan to sell TikTok, and even if the company complied and did so, China would need to approve the sale. The Chinese government has made it clear that it will firmly oppose any sale of the TikTok app. ByteDance says that it would be impossible to give the TikTok source code to a new owner because it would take years for new engineers to become familiar enough with it to perform routine maintenance. U.S. lawmakers want TikTok sold to a non-China company over concerns that the Chinese government could force ByteDance to hand over data from users in the United States, and there have also been suggestions that China could use TikTok to spread political propaganda. Note: Due to the political or social nature of the discussion regarding this topic, the discussion thread is located in our Political News forum. All forum members and site visitors are welcome to read and follow the thread, but posting is limited to forum members with at least 100 posts.
UnitedHealthcare is increasing security after Brian Thompson’s killing, executive says
TD Cowen Forecasts Strong Price Appreciation for Salesforce (NYSE:CRM) StockKendrick Lamar surprises fans with release of 1st album since 2022 - CBC.ca
NEW YORK , Nov. 25, 2024 /CNW/ - Galaxy Digital Holdings Ltd. (TSX: GLXY) ("GDH Ltd." or the "Company") is pleased to announce that Galaxy Digital Holdings LP (the "Issuer," and together with GDH Ltd., "Galaxy") has closed its previously announced offering of $402.5 million aggregate principal amount of 2.50% exchangeable senior notes due 2029 (the "Notes"), after the exercise in full by the initial purchasers of the Notes of an option to purchase up to an additional $52.5 million aggregate principal amount of the Notes. The Issuer intends to use the net proceeds from the offering to support the build-out of high-performance computing infrastructure at its Helios data center in West Texas and for general corporate purposes, including potential repurchases of its existing indebtedness. As previously announced, the Company's board of directors has approved a proposed corporate reorganization (the "Reorganization") whereby Galaxy intends to consummate a series of related transactions in connection with its re-domiciliation to the United States , as a result of which the ordinary shares of GDH Ltd. ("ordinary shares") outstanding immediately prior to such transactions will automatically convert into shares of Class A common stock (the "Class A shares," and, together with ordinary shares, the "Common Stock") of Galaxy Digital Inc., a Delaware holding company ("GDI"). Prior to September 1, 2029 , the Notes are exchangeable only upon satisfaction of certain conditions and only during certain periods, and thereafter, the Notes will be exchangeable at any time prior to the close of business on the second scheduled trading day immediately preceding the maturity date. The Notes are exchangeable on the terms set forth in the indenture for the Notes into cash, ordinary shares if the exchange occurs prior to the Reorganization or Class A shares if the exchange occurs after the Reorganization, or a combination of cash and ordinary shares or Class A shares, as applicable, in each case, at the Issuer's election. The exchange rate is initially 10,497.5856 shares of Common Stock per $250,000 principal amount of Notes, equivalent to an initial exchange price of approximately USD$23.81 ( CAD$33.30 equivalent based on the November 20, 2024 exchange rate) per share of Common Stock. The initial exchange price of the Notes represents a premium of approximately 37.50% to the CAD$24.22 closing price of the ordinary shares on the TSX on November 20, 2024 , the pricing date. The exchange rate is subject to adjustment in some events. In addition, following certain corporate events that occur prior to the maturity date or the Issuer's delivery of a notice of redemption, the Issuer will increase, in certain circumstances, the exchange rate for a holder who elects to exchange its Notes in connection with such a corporate event or a notice of redemption, as the case may be. The Notes are general unsecured obligations of the Issuer, will accrue interest at a rate of 2.50% per year, payable semi-annually in arrears on June 1 and December 1 of each year, beginning on June 1, 2025 . The Notes will mature on December 1, 2029 , unless earlier repurchased, redeemed or exchanged. The Notes are not redeemable by the Issuer at any time before December 6, 2027 , except in certain circumstances set forth in the indenture. The Notes will be redeemable, in whole or in part, for cash at the Issuer's election at any time, and from time to time, on or after December 6, 2027 and prior to the 41st scheduled trading immediately before the maturity date, but only if the last reported sale price per Common Stock exceeds 130% of the exchange price for a specified period of time. The redemption price for any Note called for redemption will be the principal amount of such Note plus accrued and unpaid interest on such Note to, but not including, the redemption date. If a "fundamental change" (as defined in the indenture) occurs, then, subject to certain conditions, noteholders may require the Issuer to repurchase their Notes for cash. The repurchase price will be equal to the principal amount of the Notes to be repurchased, plus accrued and unpaid interest, if any, to, but not including, the applicable repurchase date. The Notes and any Common Stock issuable or deliverable upon exchange of the Notes have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or any applicable state or foreign securities laws, or qualified by a prospectus in Canada . The Notes and any Common Stock issuable or deliverable upon exchange of the Notes may not be offered or sold in the United States absent registration under the Securities Act or an applicable exemption from registration under the Securities Act. Following the Reorganization and subject to certain conditions, holders of the Notes are expected to have the benefit under a registration rights agreement to require GDI to register the resale of any Class A shares issuable upon exchange of the Notes on a shelf registration statement to be filed with the U.S. Securities and Exchange Commission. This news release is neither an offer to sell nor the solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer to sell or solicitation of an offer to buy, or a sale of, the Notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful. Cautionary Statement Concerning Forward-Looking Statements The information in this press release may contain forward looking information or forward looking statements, including under Canadian securities laws (collectively, "forward-looking statements"). Our forward-looking statements include, but are not limited to, statements regarding the use of proceeds from the offering, our or our management team's expectations, hopes, beliefs, intentions or strategies regarding the future. Statements that are not historical facts, including statements about Galaxy's business pipelines for banking, expectations for increased load capacity at the Helios site, mining goals and our ability to capture adjacent opportunities, including in high-performance computing and the Helios transaction, focus on self-custody and validator solutions and our commitment to the future of decentralized networks and the pending Reorganization, and the parties, perspectives and expectations, are forward-looking statements. In addition, any statements that refer to estimates, projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words "anticipate," "believe," "continue," "could," "estimate," "expect," "forecast," "intend," "may," "might," "plan," "possible," "potential," "predict," "project," "should," "would" and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. The forward-looking statements contained in this document are based on our current expectations and beliefs concerning future developments and their potential effects on us taking into account information currently available to us. There can be no assurance that future developments affecting us will be those that we have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks include, but are not limited to: (1) the inability to complete the proposed Reorganization, due to the failure to obtain shareholder and stock exchange approvals, or otherwise; (2) changes to the proposed structure of the Reorganization that may be required or appropriate as a result of applicable laws or regulations or as a condition to obtaining shareholder or stock exchange approval of the Reorganization; (3) the ability to meet and maintain listing standards following the consummation of the Reorganization; (4) the risk that the Reorganization disrupt current plans and operations; (5) costs related to the Reorganization, operations and strategy; (6) changes in applicable laws or regulations; (7) the possibility that Galaxy may be adversely affected by other economic, business, and/or competitive factors; (8) changes or events that impact the cryptocurrency industry, including potential regulation, that are out of our control; (9) the risk that our business will not grow in line with our expectations or continue on its current trajectory; (10) the possibility that our addressable market is smaller than we have anticipated and/or that we may not gain share of it; and (11) the possibility that there is a disruption in mining impacting our ability to achieve expected results or change in power dynamics impacting our results or our ability to increase load capacity; (12) any delay or failure to consummate the business mandates or achieve its pipeline goals in banking and Gk8; (13) liquidity or economic conditions impacting our business; (14) regulatory concerns, technological challenges, cyber incidents or exploits on decentralized networks; (15) the failure to enter into definitive agreements or otherwise complete the anticipated transactions with respect to the non-binding term sheet for Helios; (16) TSX approval of the offering and (17) those other risks contained in the Annual Information Forms for GDH Ltd. and the Issuer for the year ended December 31, 2023 available on their respective profiles at www.sedarplus.ca and their respective Management's Discussion and Analysis, filed on November 7, 2024 . Factors that could cause actual results to differ materially from those described in such forward-looking statements include, but are not limited to, a decline in the digital asset market or general economic conditions; the possibility that our addressable market is smaller than we have anticipated and/or that we may not gain share of the stated addressable market; the failure or delay in the adoption of digital assets and the blockchain ecosystem; a delay or failure in developing infrastructure for our business or our businesses achieving our banking and Gk8 mandates; delays or other challenges in the mining business related to hosting, power or our mining infrastructure, or our ability to capture adjacent opportunities; any challenges faced with respect to decentralized networks, considerations with respect to liquidity and capital planning and changes in applicable law or regulation and adverse regulatory developments. Should one or more of these risks or uncertainties materialize, they could cause our actual results to differ materially from the forward-looking statements. The forward-looking statements included in this press release are made only as of the date hereof. We are not undertaking any obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise. You should not take any statement regarding past trends or activities as a representation that the trends or activities will continue in the future. Accordingly, you should not put undue reliance on these statements. Other Disclaimers The TSX has neither approved nor disapproved the contents of this press release. SOURCE Galaxy Digital Holdings Ltd.ANN ARBOR, Mich. — Michigan's defense of the national championship has fallen woefully short. The Wolverines started the season ranked No. 9 in the AP Top 25, making them the third college football team since 1991 to be ranked worse than seventh in the preseason poll after winning a national title. Michigan (6-5, 4-4 Big Ten) failed to meet those modest expectations, barely becoming eligible to play in a bowl and putting the program in danger of losing six or seven games for the first time since the Brady Hoke era ended a decade ago. The Wolverines potentially can ease some of the pain with a win against rival and second-ranked Ohio State (10-1, 7-1, No. 2 CFP) on Saturday in the Horseshoe, but that would be a stunning upset. Ohio State is a 21 1/2-point favorite, according to the BetMGM Sportsbook, and that marks just the third time this century that there has been a spread of at least 20 1/2 points in what is known as "The Game." Michigan coach Sherrone Moore doesn't sound like someone who is motivating players with an underdog mentality. "I don't think none of that matters in this game," Moore said Monday. "It doesn't matter the records. It doesn't matter anything. The spread, that doesn't matter." How did Michigan end up with a relative mess of a season on the field, coming off its first national title since 1997? Winning it all with a coach and star player contemplating being in the NFL for the 2024 season seemed to have unintended consequences for the current squad. The Wolverines closed the College Football Playoff with a win over Washington on Jan. 8; several days later quarterback J.J. McCarthy announced he was skipping his senior season; and it took more than another week for Jim Harbaugh to bolt to coach the Los Angeles Chargers. In the meantime, most quality quarterbacks wanting to transfer had already enrolled at other schools and Moore was left with lackluster options. Davis Warren beat out Alex Orji to be the team's quarterback for the opener and later lost the job to Orji only to get it back again. No matter who was under center, however, would've likely struggled this year behind an offensive line that sent six players to the NFL. The Wolverines lost one of their top players on defense, safety Rod Moore, to a season-ending injury last spring and another one, preseason All-America cornerback Will Johnson, hasn't played in more than a month because of an injury. The Buckeyes are not planning to show any mercy after losing three straight in the series. "We're going to attack them," Ohio State defensive end Jack Sawyer said. "We know they're going to come in here swinging, too, and they've still got a good team even though the record doesn't indicate it. This game, it never matters what the records are." While a win would not suddenly make the Wolverines' season a success, it could help Moore build some momentum a week after top-rated freshman quarterback Bryce Underwood flipped his commitment from LSU to Michigan. "You come to Michigan to beat Ohio," said defensive back Quinten Johnson, intentionally leaving the word State out when referring to the rival. "That's one of the pillars of the Michigan football program. "It doesn't necessarily change the fact of where we are in the season, but it definitely is one of the defining moments of your career here at Michigan." AP Sports Writer Mitch Stacy in Columbus, Ohio, contributed to this report. Get local news delivered to your inbox!
Michigan aims to cap lost season by beating Ohio StateNEWPORT BEACH, Calif., Nov. 22, 2024 (GLOBE NEWSWIRE) -- Elevai Labs Inc. (NASDAQ: ELAB) (Elevai" or the "Company") announced today it will implement a 1-for-200 reverse stock split ("Reverse Stock Split”) of its common stock, which will be effective at midnight on November 27, 2024. This initiative aligns with the Company's efforts to meet Nasdaq's minimum bid price requirement of $1.00 per share under Listing Rule 5550(a)(2). Key Details of the Reverse Stock Split: - Conversion Ratio: Every 200 shares of issued and outstanding common stock will be automatically consolidated into one share, with no action required from shareholders. - Fractional Shares: Shareholders entitled to fractional shares will receive one full share for each fractional portion. - Updated Stock Identifier: While the trading symbol remains "ELAB", the common stock now carries a new CUSIP number (28622K 203). - Equity Adjustments: Outstanding stock awards, options, and the equity incentive plan have been adjusted proportionally to reflect the new share structure. Purpose of the Reverse Stock Split: The Reverse Stock Split is a critical step in ensuring compliance with Nasdaq's listing requirements, allowing Elevai to maintain its presence on the Nasdaq Capital Market. A continued listing enhances the Company's visibility, strengthens investor confidence, and positions Elevai for future growth. Impact on Shareholders: - No Immediate Action Required: Shareholders holding shares through a broker or in "street name" will see their holdings updated automatically. - Certificate Holders: Shareholders with physical certificates can exchange them, if desired, through VStock Transfer, LLC, which will provide detailed instructions. - Share Value: The Reverse Stock Split does not impact the overall value of shareholder equity; it only reduces the number of shares outstanding while proportionally adjusting the share price. Impact on our Common Stock: - Post Reverse Stock Split there will be approximately 3.07 million shares of common stock issued and outstanding Looking Ahead: "The reverse stock split is a required measure to preserve Elevai's Nasdaq listing and set the stage for our continued progress in innovation and shareholder value creation,” said Graydon Bensler, Chief Executive Officer of Elevai. "We are optimistic about the future and committed to executing our growth strategy.” For additional information, please refer to Elevai's full Form 8-K filing available regarding the Reverse Stock Split, filed on November 22, 2024, on the SEC's website, or contact Elevai directly at [email protected] . About Elevai Labs, Inc. Elevai Labs Inc. (NASDAQ: ELAB) specializes in medical aesthetics and biopharmaceutical drug development, focusing on innovations for skin aesthetics and treatments tied to obesity and metabolic health. The Company operates a diverse portfolio of three wholly owned subsidiaries across the medical aesthetics and biopharmaceutical sectors, Elevai Skincare Inc., Elevai Biosciences Inc., and Elevai Research Inc. For more information please visit www.elevailabs.com . Forward-Looking Statements Statements contained in this press release regarding matters that are not historical facts are "forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Words such as "believes,” "expects,” "plans,” "potential,” "would” and "future” or similar expressions such as "look forward” are intended to identify forward-looking statements. Forward-looking statements are made as of the date of this press release and are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy, activities of regulators and future regulations and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results. Therefore, you should not rely on any of these forward-looking statements. These and other risks are described more fully in Elevai's filings with the United States Securities and Exchange Commission ("SEC”), including the "Risk Factors” section of the Company's Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on March 29, 2024, and its other documents subsequently filed with or furnished to the SEC. Investors and security holders are urged to read these documents free of charge on the SEC's web site at www.sec.gov . All forward-looking statements contained in this press release speak only as of the date on which they were made. Except to the extent required by law, the Company undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made. IR Contact: [email protected]
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