Nebraska Book Holdings, Inc. Announces 1-for-1,000 Reverse Stock Split

The reverse stock split will affect all holders of common stock uniformly and will not alter any stockholder's percentage ownership interest in NBC, except to the extent that the reverse stock split would result in a stockholder owning a fractional share.

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Tuesday, March 2, 2021
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Software, Entertainment, Online Retail, Books, Office Products, Data management, Technology, Continuing, University, Education, Publishing, Retail, Communications, Financial markets, Stock market, Finance, Financial economics, Equity securities, Corporate finance, Reverse stock split, Stock split, Common stock, Stock, Share
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NEBRASKA, United States, CARIBBEAN, CANADA
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Summary
Key Points: 
  • The reverse stock split will affect all holders of common stock uniformly and will not alter any stockholder's percentage ownership interest in NBC, except to the extent that the reverse stock split would result in a stockholder owning a fractional share.
  • Any fractional shares of common stock resulting from the reverse stock split will be paid in cash, based on a valuation of $2,120.00 per post-split share.
  • The 1-for-1,000 reverse stock split will reduce the number of outstanding shares of the company's common stock from approximately 790,000 shares to approximately 790 shares.
  • NBC will effect the reverse stock split by filing an amendment to its certificate of incorporation reflecting the approved split ratio and the reduction in the number of authorized shares, but the reverse stock split may be abandoned by the Board at any time prior to effectiveness, in its discretion.


Nebraska Book Holdings, Inc. ("NBC") today announced that its Board of Directors has declared a 1-for-1,000 reverse stock split of the company's common stock, par value $0.001 per share, which is anticipated to be effective on March 31, 2021. At that time, each 1,000 shares of issued and outstanding common stock and equivalents will be converted into one share of common stock. As a result of the reverse stock split, proportional adjustments will be made to the number of shares of common stock issuable upon exercise or conversion, and to the per share exercise or conversion price, of the company's outstanding warrants and other derivative securities, in each case in accordance with their terms. The reverse stock split will affect all holders of common stock uniformly and will not alter any stockholder's percentage ownership interest in NBC, except to the extent that the reverse stock split would result in a stockholder owning a fractional share. No fractional shares of common stock will be issued. Any fractional shares of common stock resulting from the reverse stock split will be paid in cash, based on a valuation of $2,120.00 per post-split share. The 1-for-1,000 reverse stock split will reduce the number of outstanding shares of the company's common stock from approximately 790,000 shares to approximately 790 shares. In connection with the reverse stock split, the number of authorized shares of common stock under the company's certificate of incorporation will be reduced to 1,900 shares, and the number of authorized shares of preferred stock will be reduced to 100 shares. The par value of the common stock will remain unchanged at $0.001 per share.

NBC will effect the reverse stock split by filing an amendment to its certificate of incorporation reflecting the approved split ratio and the reduction in the number of authorized shares, but the reverse stock split may be abandoned by the Board at any time prior to effectiveness, in its discretion.

The reverse stock split was approved by a majority consent of NBC’s stockholders effective February 26, 2021.

Because all outstanding shares of NBC common stock are held in book entry form, stockholders will not be required to take any action in order to have their stockholdings adjusted to reflect the reverse stock split. Beneficial holders are encouraged to contact their bank, broker or custodian with procedural questions.

About Nebraska Book Holdings (“NBC”)

Founded in 1915, Nebraska Book Company is a wholly-owned subsidiary of Nebraska Book Holdings, Inc. (NBH), which also includes PrismRBS, Campus Store Design and Campus Advisory Services. Headquartered in Lincoln, Nebraska, NBH and its divisions provide course materials, retail technology, store design services, consulting and digital solutions to more than 2,000 collegiate partners across the United States, Canada and the Caribbean.

For more information about NBC visit www.nebook.com

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