Leafly's 1-for-20 Reverse Stock Split Takes Effect As Online Cannabis Marketplace Attempts To Remain On Nasdaq

Leafly Holdings LFLY announced that the 1-for-20 reverse stock split of its common stock, par value $0.0001 became effective on September 12, 2023, at 12:01 a.m. ET. Leafly’s Common Stock will continue trading on the Nasdaq under its existing symbol “LFLY” and will trade on a split-adjusted basis when the market opens on Tuesday.

The new CUSIP number for the Common Stock following the Reverse Stock Split will be 52178J303. The Company’s public warrants will continue trading on the Nasdaq under the existing symbol “LFLYW.”

As a result of the Reverse Stock Split, every 20 shares of Common Stock issued and outstanding will be automatically combined and converted into one issued and outstanding share of common stock. Proportional adjustments will be made to outstanding equity awards, warrants and convertible notes. The stock split will not change the par value of the common stock nor the authorized number of shares of common stock.

The reverse stock split was approved by the Company’s stockholders at the annual meeting of stockholders on July 12, 2023. The board of directors approved a 1-for-20 reverse split ratio on August 16 and on September 8, 2023. The company filed a Certificate of Amendment to its Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to effect the stock split effective September 12, 2023.

Carlos Pinto, chief commercial officer (CCO) of Leafly will be a featured speaker at the upcoming Benzinga Cannabis Capital Conference in Chicago on September 27 - 28. 

No fractional shares of Common Stock will be issued in connection with the Reverse Stock Split. Stockholders that would hold a fractional share of common stock as a result of the stock split will have such fractional shares of common stock rounded up to the nearest whole share of common stock. The stock split will affect all stockholders uniformly and will not alter any stockholder’s percentage interest in the Company’s equity (other than as a result of rounding of shares to the nearest whole share in lieu of issuing fractional shares).

The primary goal of the reverse stock split is to bring the Company into compliance with the minimum bid price requirement for maintaining the listing of its common stock on the Nasdaq. There is no guarantee the Company will meet the minimum bid price requirement.

The company’s transfer agent, Continental Stock Transfer & Trust Company, will serve as the exchange agent for the reverse stock split. Registered stockholders holding pre-split shares of common stock electronically in book-entry form are not required to take any action to receive post-split shares. Stockholders owning shares via a broker, bank, trust or other nominee will have their positions automatically adjusted to reflect the stock split, subject to such broker’s particular processes, and will not be required to take any action in connection with the stock split.

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