Jeff’s’ Brands Announces 1-for-17 Reverse Share Split

Rhea-AI Summary

Jeffs' Brands (NASDAQ: JFBR), an e-commerce company operating on Amazon Marketplace, announced a 1-for-17 reverse share split effective June 16, 2025. The split will reduce outstanding shares from 9,407,534 to approximately 553,385, with the stock continuing to trade under symbol JFBR but with a new CUSIP number M61472144. The reverse split, approved by shareholders on April 28, 2025, will not alter shareholders' percentage ownership or affect the company's 1.5 billion authorized shares. All fractional shares will be rounded to the nearest whole share at the DTC level. The company will also adjust exercise prices and share quantities for outstanding options and warrants proportionally, with fractional shares rounded up.

Positive

• Potential compliance with Nasdaq minimum bid price requirements through the reverse split
• No change in shareholders' percentage ownership in the company
• Maintains listing on Nasdaq Capital Market

Negative

• Significant reduction in total outstanding shares could impact stock liquidity
• Reverse splits are often viewed negatively by the market as a sign of company distress
• No fundamental change in company value or business operations

Following the reverse share split the Company will have approximately 553,385 outstanding shares

Tel Aviv, Israel, June 12, 2025 (GLOBE NEWSWIRE) -- Jeffs' Brands Ltd (“Jeffs’ Brands” or the “Company”) (Nasdaq: JFBR, JFBRW), a data-driven e-commerce company operating on the Amazon Marketplace, today announced that it intends to effect a one-for-seventeen (1-for-17) reverse split (the "Reverse Share Split") of the Company’s issued and outstanding ordinary shares, no par value per share (the "Ordinary Shares"). The Ordinary Shares are expected to begin trading on the Nasdaq Capital Market on a post-split basis at the opening of trading on June 16, 2025, under the Company’s existing trading symbol “JFBR”, with a new CUSIP number of M61472144. The trading symbol “JFBRW” and CUSIP number for the Company’s public warrants will remain unchanged following the Reverse Share Split.

The Reverse Share Split was approved by the Company's shareholders at the Company’s Special General Meeting of Shareholders held on April 28, 2025, to be effected at the board of directors' discretion within approved parameters, and accordingly the board of directors resolved to effect a 1-for-17 ratio. The Reverse Share Split will not result in an adjustment to the authorized share capital of the Company under the Company’s amended and restated articles of association, as currently in effect (the “Articles”), which, as of the date hereof consists of 1,500,000,000 Ordinary Shares.

The Reverse Share Split will affect all shareholders uniformly and will not alter any shareholder’s percentage ownership interest in the Company’s equity, except for minor changes to the treatment of fractional shares as described below. The Reverse Share Split will reduce the number of issued and outstanding Ordinary Shares from 9,407,534 Ordinary Shares to approximately 553,385 Ordinary Shares (subject to any further adjustments based on the treatment of fractional shares). In accordance with the Articles, no fractional Ordinary Shares will be issued as a result of the Reverse Share Split and all fractional Ordinary Shares shall be rounded to the nearest whole Ordinary Share, at the DTC participant level. In addition, a proportional adjustment will be made to the per share exercise price and the number of shares issuable upon the exercise of all outstanding options or public and private warrants entitling the holders to purchase Ordinary Shares. No fractional Ordinary Shares will be issued upon exercise of warrants or options. As to any fraction of an Ordinary Share which a holder would otherwise be entitled to purchase upon exercise, the Company shall round up to the nearest whole Ordinary Share, according to the terms of the warrant or option.

About Jeffs’ Brands Ltd

Jeffs’ Brands is transforming the world of e-commerce by creating and acquiring products and turning them into market leaders, tapping into vast, unrealized growth potential. Through our stellar team’s insight into the FBA Amazon business model, we’re using both human capability and advanced technology to take products to the next level. For more information on Jeffs’ Brands Ltd visit https://jeffsbrands.com.

Forward-Looking Statement Disclaimer

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be covered by the “safe harbor” created by those sections. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “should,” “could,” “seek,” “intend,” “plan,” “goal,” “estimate,” “anticipate” or other comparable terms. For example, we are using forward-looking statements when discussing the timing of the Reverse Share Split and the trading of the Ordinary Shares. Forward-looking statements 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 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. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: our ability to adapt to significant future alterations in Amazon’s policies; our ability to sell our existing products and grow our brands and product offerings, our ability to meet our expectations regarding the revenue growth and the demand for e-commerce; the overall global economic environment; the impact of competition and new e-commerce technologies; general market, political and economic conditions in the countries in which we operate; projected capital expenditures and liquidity; and the other risks and uncertainties described in the Company’s Annual Report on Form 20-F for the year ended December 31, 2024, filed with the U.S. Securities and Exchange Commission (“SEC”), on March 31, 2025 and our other filings with the SEC. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

Investor Relations Contact:

Michal Efraty
Adi and Michal PR- IR
Investor Relations
michal@efraty.com

FAQ

What is the reverse stock split ratio for Jeffs' Brands (JFBR)?

Jeffs' Brands announced a 1-for-17 reverse stock split, meaning every 17 shares will be combined into one share.

When will JFBR's reverse stock split take effect?

The reverse stock split is scheduled to take effect at the opening of trading on June 16, 2025.

How many shares will JFBR have outstanding after the reverse split?

After the reverse split, Jeffs' Brands will have approximately 553,385 outstanding shares, reduced from 9,407,534 shares.

Will JFBR's stock symbol change after the reverse split?

No, the stock will continue trading under the symbol 'JFBR' on the Nasdaq Capital Market, though it will have a new CUSIP number M61472144.

How does the JFBR reverse split affect existing shareholders?

The reverse split will not alter shareholders' percentage ownership in the company, except for minor adjustments due to fractional shares being rounded to the nearest whole share.