Asset Entities Inc. (NASDAQ:ASST), a prepackaged software services company, has entered into a significant amendment to its securities purchase agreement and modified the rights of its security holders, according to a recent 8-K filing with the Securities and Exchange Commission.
On Sunday, June 13, 2024, the Dallas-based firm, which is incorporated in Nevada, reached an agreement with an unnamed investor to adjust the terms related to its Series A Convertible Preferred Stock.
Under the revised terms, the company is committed to executing a reverse stock split of its Class B Common Stock if its closing price falls to or below $0.0855 for ten consecutive trading days.
The ratio for the reverse split will be at least 300% of the quotient obtained by dividing $0.0855 by the lowest closing price of the Class B Common Stock during the specified period.
Asset Entities Inc. has pledged to take all necessary corporate actions, including convening a special stockholders' meeting or obtaining written consent to authorize the reverse stock split.
Furthermore, on Monday, June 14, 2024, the company filed an amendment to the Certificate of Designation for its Series A Convertible Preferred Stock with the Nevada Secretary of State. The amendment ensures that the conversion price will not fall below the floor price of $0.0855 at any time.
This represents a change from the original terms, which had set the floor price limitation only until a certain date. Additionally, the company removed the requirement to file a definitive information statement regarding stockholder consent for issuances exceeding the Exchange Limitation.
The changes to the rights of security holders were approved on Sunday, June 13, 2024, by the sole holder of the Series A Preferred Stock through written consent.
This strategic move by Asset Entities Inc. aims to stabilize the company's stock value and preserve shareholder interests. The filing indicates the company's proactive approach in managing its capital structure and ensuring compliance with market regulations.
For detailed information on the amendments and their implications, refer to the full text of the Certificate of Amendment and the First Amendment to the Securities Purchase Agreement attached as exhibits to the 8-K filing. This article is based on a press release statement.
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