Vertro Inc (VTRO)

[Stocks4John]

Vertro, Inc. Announces 1-for-5 Reverse Stock Split

Aug 17, 2010 16:30:12 (ET)


NEW YORK, NY, Aug 17, 2010 (MARKETWIRE via COMTEX) -- Vertro, Inc. (VTRO, Trade ) today announced that it will effect a 1-for-5 reverse stock split of the Company's common stock, effective at the end of business today. Trading of Vertro's common stock on the Nasdaq Capital Market on a split-adjusted basis will begin at the open of trading on August 18, 2010.

On June 11, 2010, the Company's stockholders approved an amendment to its Amended and Restated Certificate of Incorporation to implement a reverse stock split of shares of the Company's common stock issued and outstanding at a ratio to be established by the Company's Board of Directors in its discretion of between 1-for-2 and 1-for-5. The Board of Directors approved a 1-for-5 split.

The reverse stock split is intended to enable the per share trading price of the Company's common stock to satisfy the minimum bid price requirement for continued listing set forth in NASDAQ Marketplace Rule 5550(a)(2). As previously announced, the Company has until September 13, 2010 to regain compliance with the minimum bid price requirement. To regain compliance, the closing bid price of the Company's common stock must meet or exceed $1.00 for at least ten consecutive trading days prior to September 13, 2010.

As a result of the reverse stock split, every five shares of Vertro will be combined into one share of common stock. Fractional shares resulting from the reverse stock split will be canceled and the stockholders otherwise entitled to fractional shares will receive a cash payment in an amount equal to the product obtained by multiplying (i) the closing sale price of our common stock on August 16, 2010, which was $0.45 by (ii) the number of shares of our common stock held by the stockholder that would otherwise have been exchanged for the fractional share interest.

Vertro's shares will continue to trade on the Nasdaq Capital Market under the symbol "VTRO" with the letter "D" added to the end of the trading symbol for a period of 20 trading days to indicate that the reverse stock split has occurred.

Letters of transmittal are expected to be sent to stockholders of record shortly after the effective date of the reverse stock split. Additional information about the reverse stock split is contained in the Company's proxy statement for the Annual Meeting of Stockholders held on June 10, 2010, which was filed with the SEC on April 30, 2010.