KWESST Micro Systems (“KWESST” or the “Company”) previously announced that, subject to the final approval of the TSX Venture Exchange (the “TSXV”), that it will effect a consolidation of the Company’ issued and outstanding common shares (each, a “Share”) on the basis of twenty-one (21) pre-consolidation Shares for each one (1) post-consolidation Share (the “Consolidation”).
The Consolidation is effective as at 12:01 a.m. Eastern Daylight Time April 23, 2025 on Nasdaq Capital Market (the “Nasdaq”) and will be effective at 12:01 a.m. Eastern Daylight Time on April 24, 2025 on the TSXV. While the Shares were expected to begin trading on the Nasdaq on a consolidated basis on or around April 23, 2025, due to the discrepancy in the effective date of the consolidation on both markets, trading in the securities of the Company will be halted on April 23, 2025 and will resume trading on a consolidated basis on the Nasdaq and the TSXV at market open on April 24, 2025. The new CUSIP number will be 501506802 and the new ISIN number will be CA5015068029 for the post-Consolidation Shares.
The Company wishes to clarify that the Consolidation will not have any effect on the number of issued and outstanding Share purchase warrants of the Company which trade on the TSXV under the symbol “KWE.WT.U” or on Nasdaq under the symbol “KWESW” (collectively, the “Listed Warrants”). However, as a result of the Consolidation, the number of Shares issuable upon the exercise of each Listed Warrant will be reduced and the exercise price increased, the whole in accordance with the terms of the indenture and warrant agent agreement, as applicable, governing the Listed Warrants. Following the Consolidation, the exercise of two-hundred and ten (210) Listed Warrants will be required to purchase one (1) post-Consolidation Share, and the exercise price will be US$1,050.00 per Share. No fractional Shares will be issued upon exercise of any Listed Warrants. The Listed Warrants will continue to trade on the TSXV and Nasdaq, as applicable, in each case, under their existing CUSIP number.
The Company believes that the Consolidation is in the best interests of shareholders as it will allow the Company to ensure continued compliance with Nasdaq’s minimum bid price requirements.
