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Else Nutrition Announces CSE Listing and Consolidation

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Else Nutrition (CSE:BABY, OTCQX:BABYF) completed a 1‑for‑10 share consolidation. Post‑consolidation, issued and outstanding shares decreased from 61,926,043 to approximately 6,192,604, effective for CSE trading on July 8, 2026.

The company also settled $207,100 of debt with 1,380,667 shares at $0.15, issued a US$372,000 convertible security with 1,600,413 warrants, and will issue 628,704 shares from US$70,500 in conversions.

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Positive

  • Share count reduced from 61,926,043 to about 6,192,604 post-consolidation
  • Debt of $207,100 settled via issuance of 1,380,667 shares at $0.15
  • US$299,850 in funding received from fourth convertible security issuance
  • 1,600,413 warrants issued with exercise price $0.2518 expiring July 7, 2030

Negative

  • 1,380,667 new shares issued for debt settlement, increasing equity base
  • US$372,000 face-value convertible security issued, adding to potential future share conversions
  • 628,704 new shares to be issued from US$70,500 convertible security conversions
  • 1,600,413 outstanding warrants create additional potential share dilution through 2030
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VANCOUVER, BC, July 7, 2026 /PRNewswire/ - ELSE NUTRITION HOLDINGS INC. (CSE: BABY) (OTCQX: BABYF) (FSE: 0YL) (the "Company") announces that it has completed the previously announced consolidation of its common shares on the basis of one (1) post-consolidation common share for every ten (10) pre-consolidation common shares. The Company's common shares will commence trading on the Canadian Securities Exchange (the "CSE") under the symbol "BABY", on a post-share consolidation basis, at market opening on July 8, 2026. The new CUSIP and new ISIN numbers are 290257500 and CA2902575000, respectively.

Else Nutrition Holdings Inc. logo

As a result of the share consolidation the number of issued and outstanding common shares of the Company have been reduced from 61,926,043 pre-consolidation common shares to approximately 6,192,604 post-consolidation common shares, subject to adjustments for rounding. Proportionate adjustments have been made to the Company's outstanding stock options, warrants, and other convertible securities. No fractional common shares have been issued as a result of the share consolidation. Any fractional interest in common shares that is less than 0.5 of a common share resulting from the share consolidation will be rounded down to the nearest whole common share, and any fractional interest in common shares that is equal to or greater than 0.5 of a common share will be rounded up to the nearest whole common share.

The Company's registered shareholders holding their common shares in certificated form will receive a letter of transmittal from Computershare Investor Services Inc. ("Computershare"), the Company's transfer agent, in respect to the share consolidation, which each registered shareholder will need to sign and complete. The letter of transmittal will contain instructions to registered shareholders on how to surrender the certificates representing their pre-consolidation common shares and authorize Computershare to issue a direct registration advice(s) (DRS) representing their post-consolidation common shares. The Company's registered shareholders whose common shares are represented by a DRS statement will not be required to complete and sign a letter of transmittal, and a DRS statement representing their post-consolidation common shares will automatically be issued to those registered shareholder by Computershare.

Non-registered shareholders who hold their common shares through an intermediary such as a bank, trust company, securities dealer or broker should note that these intermediaries may have their own procedures for processing the share consolidation which may differ from those described above for registered shareholders. Non-registered shareholders who have questions should contact their intermediary for more information.

Concurrently with completion of the consolidation, the Company settled $207,100 of debt through the issuance of 1,380,667 common shares at a post-consolidated price of $0.15 per share.

In addition, the Company announces that it has issued the fourth and final convertible security (the "Fourth Convertible Security") under the terms of the convertible security funding agreement (the "Agreement") with Lind Global Fund III LP, an entity managed by The Lind Partners, LLC, a New York-based institutional fund manager (together, "Lind"). The Agreement was initially announced in a news release dated November 24, 2025. The Fourth Convertible Security has face value of US$372,000 and was issued to Lind following the receipt of US$299,850 in funds after deduction of the original issue discount and closing fees. In connection with the Fourth Convertible Security, the Company has issued 1,600,413 post-consolidation warrants to Lind with an exercise price of $0.2518 expiring July 7, 2030. The Company has also received conversion notices from the Lind to convert an aggregate of US$70,500 of its outstanding convertible securities. The Company will be issuing a total of 628,704 post-consolidation shares in connection with the conversion.

About Else Nutrition Holdings Inc.

Else Nutrition Holdings Inc. is a food and nutrition company in the international expansion stage focused on developing innovative, clean, and plant-based food and nutrition products for infants, toddlers, children, and adults. Its revolutionary, plant-based, non-soy formula is a clean-ingredient alternative to dairy-based formulas. Since launching its Plant-Based Complete Nutrition for Toddlers, made of whole foods, almonds, buckwheat, and tapioca, the brand has received thousands of powerful testimonials and reviews from parents, gained national retailer support, and achieved rapid sales growth.

Awards and Recognition:

  • "2017 Best Health and Diet Solutions" award at Milan's Global Food Innovation Summit
  • #1 Best Seller on Amazon in the Fall of 2020 in the New Baby & Toddler Formula Category
  • "Best Dairy Alternative" Award 2021 at World Plant-Based Expo
  • Nexty Award Finalist at Expo West 2022 in the Plant-Based lifestyle category
  • During September 2022, Else Super Cereal reached the #1 Best Seller in Baby Cereal across all brands on Amazon

For more information, visit www.elsenutrition.com or @elsenutrition on Facebook and Instagram.

Caution Regarding Forward-Looking Statements

This press release contains statements that may constitute "forward-looking statements" within the meaning of applicable securities legislation. Forward-looking statements are typically identified by words such as "will" or similar expressions. Forward-looking statements in this press release include statements with respect to the trading of the post-consolidation shares on the CSE and the expected timing thereof, the number of post-consolidation shares following the share consolidation, the timing and process for issuing post-consolidation shares, and the issuance of the post-consolidation shares on conversion of the convertible securities. Such forward-looking statements reflect current estimates, beliefs, and assumptions, which are based on management's perception of current conditions and expected future developments, as well as other factors management believes are appropriate in the circumstances. No assurance can be given that the foregoing will prove to be correct. Actual results may differ from the estimates, beliefs, and assumptions expressed or implied in the forward-looking statements. Readers are cautioned not to place undue reliance on any forward-looking statements, which reflect management's expectations only as of the date of this press release. The Company disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/else-nutrition-announces-cse-listing-and-consolidation-302820044.html

SOURCE Else Nutrition Holdings Inc.

FAQ

What is the share consolidation ratio for Else Nutrition (BABYF) in July 2026?

Else Nutrition completed a 1‑for‑10 share consolidation effective July 8, 2026. According to the company, every ten pre‑consolidation common shares were converted into one post‑consolidation share, with proportionate adjustments to stock options, warrants, and other convertible securities.

How did Else Nutrition’s (BABYF) share count change after the 2026 consolidation?

Else Nutrition’s issued and outstanding shares decreased to about 6,192,604 after consolidation. According to the company, this was reduced from 61,926,043 pre‑consolidation shares, with rounding applied to fractional interests below or above 0.5 shares.

When will Else Nutrition (CSE:BABY, BABYF) start trading on a post-consolidation basis?

Else Nutrition shares will begin trading on a post‑consolidation basis on July 8, 2026. According to the company, trading will occur on the Canadian Securities Exchange under the symbol BABY with new CUSIP 290257500 and ISIN CA2902575000.

How did Else Nutrition (BABYF) settle debt through share issuance in July 2026?

Else Nutrition settled $207,100 of debt by issuing 1,380,667 post‑consolidation shares at $0.15 each. According to the company, this debt-for-equity swap occurred concurrently with the consolidation, affecting the post‑consolidation share structure for investors.

What are the details of Else Nutrition’s fourth convertible security with Lind in 2026?

The fourth convertible security has a US$372,000 face value, with US$299,850 in proceeds received. According to the company, it also issued 1,600,413 post‑consolidation warrants at a $0.2518 exercise price, expiring July 7, 2030, under its funding agreement with Lind.

How many new Else Nutrition (BABYF) shares will be issued from Lind’s 2026 conversions?

Else Nutrition will issue 628,704 post‑consolidation shares from Lind’s US$70,500 conversions. According to the company, these shares relate to outstanding convertible securities and add to the post‑consolidation equity base already adjusted on July 8, 2026.

What should Else Nutrition registered and non-registered shareholders do after the 2026 consolidation?

Registered certificated shareholders must follow Computershare’s letter of transmittal to exchange certificates. According to the company, DRS holders receive updated statements automatically, while non‑registered shareholders should contact their bank, broker, or intermediary for specific consolidation processing procedures.