Full Press Release Details
PMGC Holdings Inc. Announces Reverse Stock Split to Maintain Nasdaq
Newport Beach, Calif., March 6, 2025 - PMGC Holdings Inc. (NASDAQ:
ELAB) ("PMGC" or the "Company") today announced that it will effect a 1-for-7 reverse stock split (the "Split")
of its issued and outstanding common stock, par value $0.0001 per share ("Common Stock"), effective at midnight, Eastern time,
Key Details of the Reverse Stock Split:
Purpose of the Reverse Stock Split:
The reverse stock split is a critical step in ensuring compliance with
Nasdaq's listing requirements, allowing PMGC to maintain its presence on The Nasdaq Capital Market. A continued listing enhances
the Company's visibility, strengthens investor confidence, and positions PMGC for future growth. There is no guarantee the Company
will meet the minimum bid price requirement.
Nasdaq Rule Changes and Compliance Considerations:
In line with recent Nasdaq rule changes approved by the U.S. Securities
and Exchange Commission ("SEC") on January 17, 2025, PMGC is implementing the reverse stock split to ensure continued compliance
with listing requirements, notably:
Under amended Nasdaq Listing Rule 5810(c)(3)(A)(iv), issuers that have conducted a reverse stock split within the past year are ineligible
for another compliance period to regain the minimum bid price. Additionally, if a company has performed reverse splits totaling 1-to-250
within two years, it cannot use another compliance period.
Under Nasdaq Listing Rule 5810(c)(3)(A)(iii), stocks trading at or below $0.10 for 10 consecutive business days will be automatically
subject to a Nasdaq delisting determination, with no compliance period granted.
These amendments emphasize the importance of maintaining a stable share
price above the minimum threshold and reinforce PMGC's commitment to staying ahead of potential noncompliance issues.
Impact on Shareholders:
Impact on our Common Stock:
Post Split it is anticipated that there will be approximately 577,000 shares
of common stock issued and outstanding as of March 10, 2025.
The Company is a Nevada corporation, and pursuant to the Nevada Revised
Statutes, shareholder approval is not required to effect the Split since in connection with the Split, the Company's total number
of authorized shares of common stock will also be decreased at the same ratio (1-for-7) as the issued and outstanding shares of Common
For additional information, please refer to PMGC's full Form
8-K filing available on the SEC's website or contact PMGC directly at IR@pmgcholdings.com.
Forward-Looking Statements
Statements contained in this press release regarding matters that are not historical facts are "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Words such as "believes," "expects,"
"plans," "potential," "would" and "future" or similar expressions such as "look
forward" are intended to identify forward-looking statements. Forward-looking statements are made as of the date of this press release
and are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations
and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy,
activities of regulators and future regulations and other future conditions. Because forward-looking statements relate to the future,
they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside
of our control. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot
assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially
from the anticipated results. Therefore, you should not rely on any of these forward-looking statements. These and other risks are described
more fully in PMGC Holdings' filings with the United States Securities and Exchange Commission ("SEC"), including the
"Risk Factors" section of the Company's Annual Report on Form 10-K for the year ended December 31, 2023, filed with
the SEC on March 29, 2024, and its other documents subsequently filed with or furnished to the SEC. Investors and security holders are
urged to read these documents free of charge on the SEC's web site at www.sec.gov. All forward-looking statements contained
in this press release speak only as of the date on which they were made. Except to the extent required by law, the Company undertakes
no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made.