SECsense Logo

SaverOne 2014 Ltd. Files Amendment to Form 6-K: Key Changes to ADS Ratio Explained

$SVRE
Form 6-K/A
Filed on: 2025-02-20
Source
SaverOne 2014 Ltd. Files Amendment to Form 6-K: Key Changes to ADS Ratio Explained

Here are the key points extracted from the financial report:

  1. Nature of Document: This is an amendment to Form 6-K (6-K/A) filed by SaverOne 2014 Ltd. on February 20, 2025, which corrects an error from the original report filed on February 18, 2025.
  2. Correction of Error: The original report incorrectly reflected a change in the American Depositary Share (ADS) ratio related to a reverse stock split. This amendment clarifies that the correct ratio is 1-for-13.33, and this will remain effective for the reverse stock split scheduled for February 21, 2025.
  3. Change in ADS Ratio: The company is adjusting the ADS ratio from 1 ADS representing 90 ordinary shares to 1 ADS representing 1,200 ordinary shares. This change aims to comply with Nasdaq’s minimum bid price requirement of $1.00 per share.
  4. Effective Date: The new ADS ratio will take effect on February 21, 2025. The conversion process will occur automatically, with existing ADSs being canceled and new ADSs issued.
  5. Trading Information: After the change, SaverOne's ADSs will continue to trade on Nasdaq under the same symbol "SVRE," but with a new CUSIP number. Ordinary shares will remain unaffected and will continue to trade on the Tel Aviv Stock Exchange.
  6. Impact on Equity Awards: Adjustments will be made to exercise prices and the number of ordinary shares represented by ADSs underlying outstanding equity awards, convertible notes, and warrants, without affecting the ordinary shares.
  7. Fractional Shares Handling: No fractional new ADSs will be issued; instead, fractional entitlements will be aggregated and sold, with proceeds distributed to ADS holders.
  8. Market Expectations: The company anticipates that the ADS trading price will increase proportionally due to this change, although it does not guarantee that the price will be equal to or greater than eighteen times the previous trading price.
  9. Forward-Looking Statements: The report contains forward-looking statements about the company’s compliance with Nasdaq requirements and other projections, acknowledging the inherent risks and uncertainties involved.
  10. Incorporation by Reference: This report is incorporated by reference into the company's Registration Statements on Form S-8 and Form F-3.

This summary encapsulates the critical information regarding the amendment and the changes in the ADS ratio, as well as the implications for shareholders and the company's compliance efforts.