XpresSpa Group Inc (XSPA)

[53chevy]

Directly from the 424B3 Prospectus:

Reasons for the Reverse Stock Split
The Vringo board of directors approved the proposal authorizing the reverse stock split because it believes that a reverse stock split may allow the combined company to become listed on the NYSE MKT, which listing is a condition to the completion of the Merger (as discussed below under the section entitled “NYSE MKT Requirements for Listing”), and the Vringo board of directors also believes that the increased market price of Vringo common stock expected to result from the implementation of a reverse stock split will improve the marketability and liquidity of Vringo common stock. From April 9, 2012 until May 18, 2012 the Vringo common stock had a closing price of $3.00 or above for each trading day. On June 20, 2012, the closing price of Vringo common stock was $4.19. If the Vringo common stock continues to trade at or above $3.00 at the time of the Merger, Vringo does not anticipate that it will need to undertake a reverse stock split, even if Vringo obtains stockholder approval to do so.

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