authorized for issuance will remain the same.
The total number of authorized shares of Common Stock will be reduced from 100,000,000 shares to between 50,000,000 shares in the event of a onefor-
two reverse split and 20,000,000 shares in the event of a one-for-five reverse split. The number of shares of Preferred Stock authorized will be reduced from a
present 10,000,000 shares to between 5,000,000 shares in the event of a one-for-two reverse split and 2,000,000 shares in the event of a one-for-five reverse split.
The Reverse Split is not part of a broader plan to take us private.
Reasons for the Reverse Split; Nasdaq Requirements for Continued Listing
The Board’s primary objective in proposing a potential Reverse Split is to raise the per share trading price of our Common Stock. Our Common Stock
currently trades on Nasdaq under the symbol “INVT.” In order to maintain our listing on Nasdaq we may be required to effect the Reverse Split so that our listed
shares maintain a minimum bid price per share of at least $1.00.
On November 21, 2016, the Company received notice from The Nasdaq Stock Market indicating that, because the closing bid price for our Common
Stock had fallen below $1.00 per share for 30 consecutive business days, the Company no longer complied with the minimum bid price requirement for continued
listing on Nasdaq under Rule 5550(a)(2) of Nasdaq Marketplace Rules. Pursuant to Nasdaq Marketplace Rule 5810(c)(3)(A), the Company was provided an
initial compliance period of 180 calendar days, or until May 22, 2017, to regain compliance with the minimum bid price requirement. For that initial compliance
period, to regain compliance, the closing bid price of our Common Stock must have met or exceeded $1.00 per share for a minimum of 10 consecutive business
days prior to May 22, 2017. If the Company does not regain compliance by that date, it has the option to request a six-month extension until December 22, 2017.
If this extension request is needed, the Board believes that the authority by the Board to effect the Reverse Split will materially increase the likelihood of the
Company being granted such an extension if requested.
Our Board concluded that the liquidity and marketability of our Common Stock will be adversely affected if it is not listed on a national securities
exchange as investors can find it more difficult to dispose of, or to obtain accurate quotations as to the market value of, our Common Stock. Our Board believes
that current and prospective investors will view an investment in our Common Stock more favorably if our Common Stock remains quoted on Nasdaq.
Our Board also believes that the Reverse Split and any resulting increase in the per share price of our Common Stock will enhance the acceptability and
marketability of our Common Stock to the financial community and investing public. Many institutional investors have policies prohibiting them from holding
lower-priced stocks in their portfolios, which reduces the number of potential buyers of our Common Stock, although we have not been told by them that is the
reason for not investing in our Common Stock. Additionally, analysts at many brokerage firms are reluctant to recommend lower-priced stocks to their clients or
monitor the activity of lower-priced stocks. Brokerage houses frequently have internal practices and policies that discourage individual brokers from dealing in
lower-priced stocks. Further, because brokers’ commissions on lower-priced stock generally represent a higher percentage of the stock price than commissions on
higher priced stock, investors in lower-priced stocks pay transaction costs which are a higher percentage of their total share value, which may limit the
willingness of individual investors and institutions to purchase our Common Stock.
We cannot assure you that the Reverse Split will have any of the desired effects described above. More specifically, we cannot assure you that after the
Reverse Split the market price of our Common Stock will increase proportionately to reflect the ratio for the Reverse Split, that the market price of our Common
Stock will not decrease to its pre-split level, that our market capitalization will be equal to the market capitalization before the Reverse Split, or that we will be
able to maintain our listing on Nasdaq.
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