Token Cat Limited Announces Announces Planned ADS Ratio Change
Rhea-AI Summary
Token Cat (NASDAQ: TC), a leading Chinese automotive marketplace, has announced plans to implement a 1-for-20 reverse ADS split effective August 29, 2025. The ratio of American depositary shares (ADSs) will change from 1 ADS representing 240 Class A ordinary shares to 1 ADS representing 4,800 Class A ordinary shares.
The exchange will occur automatically for ADS holders in The Depository Trust Company and Direct Registration System. Fractional ADSs will be aggregated, sold by the depositary bank, and the net proceeds distributed to applicable holders. The company's Class A ordinary shares remain unchanged, and TC will continue trading on the Nasdaq Capital Market under the same symbol.
Positive
- None.
Negative
- The 1-for-20 reverse ADS split could be indicative of efforts to maintain Nasdaq listing requirements
- No assurance provided that the ADS price will maintain proportional value after the ratio change
Insights
Token Cat's 1:20 reverse ADS split aims to boost share price but doesn't change fundamental company value or structure.
Token Cat Limited is implementing what amounts to a 1-for-20 reverse ADS split, changing the ratio from 1 ADS representing 240 Class A shares to 1 ADS representing 4,800 Class A shares. This technical adjustment will occur on August 29, 2025. For existing shareholders, this means every 20 ADSs they currently hold will be automatically consolidated into 1 new ADS.
This ratio change is purely mechanical and doesn't alter the company's underlying value, market capitalization, or business operations. The primary visible effect will be a proportional increase in the ADS trading price – if an ADS was trading at $1 before the split, it would theoretically trade at $20 afterward, though market dynamics may cause variation.
Importantly, shareholders don't need to take any action as the exchange happens automatically. Any fractional shares resulting from the conversion will be sold, with cash proceeds distributed to affected shareholders.
Companies typically implement reverse splits to boost their share price, often to maintain compliance with exchange listing requirements (like Nasdaq's $1 minimum bid price). While Token Cat hasn't explicitly stated their motivation, this move suggests they're likely addressing share price concerns rather than signaling a fundamental business transformation.
BEIJING, Aug. 27, 2025 (GLOBE NEWSWIRE) -- Token Cat Limited ("Token Cat" or the "Company") (NASDAQ: TC), a leading automotive marketplace in China, today announced that it plans to change the ratio of its American depositary shares ("ADSs") from one (1) ADS representing two hundred and forty (240) Class A ordinary shares to one (1) ADS representing four thousand eight hundred (4800) Class A ordinary shares (the “ADS Ratio Change”). The Company anticipates that the ADS Ratio Change will be effective on or about August 29, 2025 (the “Effective Date”).
For the Company’s ADS holders, the ADS Ratio Change will have the same effect as a one-for-twenty reverse ADS split. On the Effective Date, holders of ADSs in The Depository Trust Company and Direct Registration System will have their ADSs automatically exchanged and need not take any action. The exchange of every twenty then-held (existing) ADSs for one (1) new ADS will occur automatically at the Effective Date, with the then-held ADSs being cancelled and new ADSs being issued by the depositary bank.
No fractional new ADSs will be issued in connection with the ADS Ratio Change. Instead, fractional entitlements to new ADSs will be aggregated and sold by the depositary bank and the net cash proceeds from the sale of the fractional ADS entitlements (after deduction of fees, taxes and expenses) will be distributed to the applicable ADS holders by the depositary bank.
There will be no change to the Company's Class A ordinary shares. As of the Effective Date, TC’s ADSs will continue to be traded on the Nasdaq Capital Market under the symbol "TC".
As a result of the ADS Ratio Change, the ADS price is expected to increase proportionally, although the Company can give no assurance that the ADS price after the ADS Ratio Change will be equal to or greater than the ADS price on a proportionate basis.
About Token Cat Limited
Founded in 2010, Token Cat Limited, formerly known as TuanChe Limited (NASDAQ: TC), is China's leading automotive marketplace platform. Token Cat is dedicated to connecting automotive consumers with manufacturers, dealers, and service providers. By integrating its digital platforms with offline sales events, Token Cat offers comprehensive automotive marketing and transaction services. Through its integrated marketing strategies, Token Cat transforms individual and independent car purchases into large-scale group buying experiences, using an interactive many-to-many model. Furthermore, leveraging its proprietary data analytics and advanced digital marketing system, Token Cat's online marketing service platform helps industry customers increase the efficiency and effectiveness of their advertising placements. Token Cat is currently exploring ways to enter into the cryptocurrency sector.
Safe Harbor Statement
This announcement contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, the Company's business plans and development, business outlook, which can be identified by terminology such as "may," "will," "expect," "anticipate," "aim," "estimate," "intend," "plan," "believe," "potential," "continue," "is/are likely to" or other similar expressions. Such statements are based upon management's current expectations and current market and operating conditions, and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company's control. Further information regarding these and other risks, uncertainties or factors is included in the Company's filings with the U.S. Securities and Exchange Commission. The Company does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under law.
For media inquiries, please contact:
Lydia Hu
SOURCE Token Cat Limited
FAQ
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