TNL Mediagene Announces 1-for-20 Share Consolidation

Rhea-AI Summary

TNL Mediagene (Nasdaq: TNMG) will implement a 1-for-20 share consolidation (reverse stock split) of its ordinary shares, effective with trading on a split-adjusted basis when markets open on December 23, 2025. The consolidated shares will trade under the existing ticker TNMG with a new CUSIP G8924F121. The Board approved the 1-for-20 ratio on December 9, 2025, following shareholder authorization of a consolidation range up to 1-for-100 on December 2, 2025. The Company said the consolidation is intended to raise the per-share trading price to help regain compliance with Nasdaq's $1.00 minimum bid and to broaden appeal to certain institutional investors. No fractional shares will be issued; fractions will be rounded up.

Positive

• Share consolidation ratio: 1-for-20
• New trading date: Dec 23, 2025
• New CUSIP assigned: G8924F121
• Board approved ratio on Dec 9, 2025

Negative

• Action taken to address Nasdaq minimum bid compliance risk
• Share consolidation may signal prior noncompliance risk to investors

Key Figures

Share consolidation ratio 1-for-20 Approved final reverse stock split ratio on Dec 9, 2025

Approved ratio range Up to 1-to-100 Range authorized by shareholders on Dec 2, 2025

Nasdaq minimum bid $1.00 per share Minimum bid price requirement for continued listing

52-week high 11.1753 Pre-split 52-week high price before consolidation news

52-week low 0.1852 Pre-split 52-week low price before consolidation news

Market cap 8,534,833 Equity value before announced 1-for-20 share consolidation

Nasdaq extension window 180 days Maximum extension Hearing Panel may grant after determination letter

Second note principal $1,666,667 New senior convertible note principal disclosed in Dec 11, 2025 Form 6-K

Market Reality Check

$0.1447 Last Close

Volume Volume 579,039 vs 20-day average 914,007, with relative volume at 0.63x ahead of the reverse split. low

Technical Shares at 0.1984, trading below the 200-day MA of 0.49 before the 1-for-20 consolidation.

Peers on Argus

TNMG fell 3.97% while key publishing peers were mixed: LEE up 15.27%, EDUC up 3.13%, SCHL up 2.02%, GCI down 1.09%, indicating stock-specific dynamics around the share consolidation.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 15	Financing update	Positive	-17.3%	Sidoti highlighted improved financial flexibility and new senior convertible note.
Dec 11	Strategic partnership	Positive	-1.1%	Partnership with CMoney to integrate large-scale retail data into AdTech stack.
Dec 09	AI event, white paper	Positive	+0.6%	INSIDE Future Day 2025 and AI Agent industry white paper release.
Dec 04	Product launch	Positive	+9.0%	Launch of iGood Price-Drop Radar and strong crowdfunding results in Japan.
Dec 02	Awards program	Neutral	-2.0%	Becoming Aces Awards and youth-focused digital impact initiatives in Taipei.

Pattern Detected

Recent stock reactions show mixed alignment: positive commercial and product news sometimes lifted shares, while financing and perceived positives, like improved flexibility, saw notable selloffs.

Recent Company History

Over the last few weeks, TNL Mediagene has combined capital structure moves with commercial and branding initiatives. A Dec 2–approved note refinancing and Sidoti’s Dec 15 highlight of improved flexibility still saw a -17.25% reaction. Commercial launches such as the iGood Price-Drop Radar on Dec 4 coincided with an 8.98% gain, while partnerships and events produced modest moves. Today’s 1-for-20 share consolidation follows prior Nasdaq minimum bid price issues and continues the focus on maintaining the listing while executing its media-tech roadmap.

Market Pulse Summary

The stock dropped -31.1% in the session following this news. A negative reaction despite the technical nature of a 1-for-20 consolidation fits prior patterns where seemingly constructive updates, including Sidoti’s note on improved flexibility, coincided with a -17.25% move. With shares at 0.1984, far below the 0.49 200-day MA and the $1.00 Nasdaq threshold, reverse-split risk and listing uncertainty could have amplified selling. Past divergence on positive news suggests sentiment has remained fragile around capital structure changes.

Key Terms

reverse stock split financial

"implement a 1-for-20 share consolidation (also known as reverse stock split)"

A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.

cusip technical

"split-adjusted basis with a newly assigned CUSIP number of G8924F121"

A CUSIP is a nine-character alphanumeric code that uniquely identifies a U.S. or Canadian financial security—such as a stock, bond, or fund share—like a Social Security number for an investment. It matters to investors because brokers, exchanges and record-keepers use the CUSIP to match trades, track ownership, settle transactions and pull accurate records, reducing errors and ensuring money and securities go to the right place.

nasdaq capital market regulatory

"continue to trade on The Nasdaq Capital Market under the existing ticker symbol"

The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.

minimum bid price requirement regulatory

"regaining compliance with the Nasdaq minimum bid price requirement of $1.00 per share"

A minimum bid price requirement is a rule that a stock must trade above a set price for a specified period to stay listed on an exchange. It matters to investors because falling below that threshold can trigger warnings or removal from the exchange, which can cut liquidity, reduce visibility, and often lead to sharper declines in share value—think of it like a venue’s minimum dress code that, if not met, can bar a performer from the stage.

fractional shares financial

"No fractional shares will be issued in connection with the Share Consolidation."

Fractional shares are portions of a whole share of a stock or fund, allowing investors to own less than one full unit. They make it possible to invest a specific dollar amount rather than buy whole shares, like buying a slice of a pizza instead of the entire pie. For investors this lowers the cost barrier, helps with diversification, and lets you reinvest dividends or purchase expensive stocks in small, precise amounts.

transfer and exchange agent financial

"Computershare is acting as transfer and exchange agent for the Share Consolidation."

A transfer and exchange agent is a financial service provider that keeps official records of who owns a company’s securities, issues or cancels share certificates, processes ownership transfers, and handles exchanges during corporate actions like mergers or tender offers. For investors it’s important because this agent ensures you receive dividends, vote notices and the correct new securities or cash when ownership changes—think of them as a combination of a registry keeper and transaction facilitator for your holdings.

AI-generated analysis. Not financial advice.

TOKYO and TAIPEI, Taiwan, Dec. 19, 2025 /PRNewswire/ -- TNL Mediagene (Nasdaq: TNMG) (the "Company"), a Tokyo-based next-generation digital media and data group in Asia, today announced that it will implement a 1-for-20 share consolidation (also known as reverse stock split) of the Company's ordinary shares (the "Share Consolidation"). The Company's ordinary shares will continue to trade on The Nasdaq Capital Market under the existing ticker symbol "TNMG" and are expected to begin trading on a split-adjusted basis with a newly assigned CUSIP number of G8924F121 when the market opens on Tuesday, December 23, 2025.

The Share Consolidation is intended to increase the per-share trading price of the Company's ordinary shares to assist in regaining compliance with the Nasdaq minimum bid price requirement of $1.00 per share for continued listing on The Nasdaq Capital Market. Once in compliance with Nasdaq's listing rules, the Company can focus on its burgeoning pipeline of business opportunities. Additionally, the Share Consolidation is intended to enhance the Company's attractiveness to a broader range of institutional investors, particularly among institutions that require a minimum share price for investment.

On December 2, 2025, the Company's shareholders approved a share consolidation ratio within a range of consolidation of up to 1-to-100 at the Company's 2025 Annual General Meeting of Shareholders and authorized the Board of Directors of the Company to determine and execute the final ratio and exact date. The Company's Board of Directors subsequently approved the final share consolidation ratio of 1-for-20 on December 9, 2025.

No fractional shares will be issued in connection with the Share Consolidation. All fractional shares will be rounded up to the next whole share. The Share Consolidation will affect all shareholders uniformly and will not affect any shareholder's percentage ownership interest in the Company (except to the extent that the Share Consolidation would result in any of the shareholders owning a fractional interest).

Computershare is acting as transfer and exchange agent for the Share Consolidation. Registered shareholders who hold ordinary shares are not required to take any action to receive split-adjusted shares. Shareholders who own shares via a broker, bank, trust or other nominee organization will have their positions automatically adjusted to reflect the Share Consolidation, subject to such organization's particular processes, and will not be required to take any action in connection with the Share Consolidation.

About TNL Mediagene

Headquartered in Tokyo, TNL Mediagene was formed in May 2023 through the merger of Taiwan's The News Lens Co. and Japan's Mediagene Inc., two of the region's leading independent digital media groups. The company's operations span original and licensed media brands in Japanese, Chinese, and English, covering topics such as news, business, technology, science, food, sports, and lifestyle. It also offers AI-driven advertising services, marketing technology platforms, e-commerce, and innovative solutions tailored to the needs of advertising agencies. Known for its political neutrality, appeal to younger audiences, and high-quality content, TNL Mediagene has approximately 500 employees across Asia, with offices in Japan, Taiwan, and Hong Kong.

https://www.tnlmediagene.com/

Cautionary Statement Regarding Forward-Looking Statements 

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 based on beliefs and assumptions and on information currently available to TNL Mediagene. Forward-looking statements generally relate to future events or TNL Mediagene's future financial or operating performance. In some cases, you can identify forward-looking statements by the following words: "may," "will," "could," "would," "should," "expect," "intend," "plan," "anticipate," "believe," "estimate," "predict," "project," "potential," "continue," "ongoing," "target," "seek" or the negative or plural of these words, or other similar expressions that are predictions or indicate future events or prospects, although not all forward-looking statements contain these words. Forward-looking statements in this communication include, but are not limited to, statements about TNL Mediagene's future business plan and growth strategies and statements by TNL Mediagene's management. Any statements that refer to expectations, projections or other characterizations of future events or circumstances, including strategies or plans, are also forward-looking statements. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from those expressed or implied by these forward-looking statements. Forward-looking statements in this communication or elsewhere speak only as of the date made. New uncertainties and risks arise from time to time, and it is impossible for TNL Mediagene to predict these events or how they may affect TNL Mediagene. In addition, risks and uncertainties are described in TNL Mediagene's filings with the Securities and Exchange Commission, including the risks and uncertainties set forth under the heading "Risk Factors" in TNL Mediagene's Annual Report on Form 20-F filed on April 30, 2025, as may be supplemented or amended by the TNL Mediagene's Reports of a Foreign Private Issuer on Form 6-K.  These filings may identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. TNL Mediagene cannot assure you that the forward-looking statements in this communication will prove to be accurate. There may be additional risks that TNL Mediagene presently does not know or that TNL Mediagene currently does not believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In light of the significant uncertainties in these forward-looking statements, you should not regard these statements as a representation or warranty by TNL Mediagene, its directors, officers or employees or any other person. Except as required by applicable law, TNL Mediagene does not have any duty to, and does not intend to, update or revise the forward-looking statements in this communication or elsewhere after the date of this communication. You should, therefore, not rely on these forward-looking statements as representing the views of TNL Mediagene as of any date subsequent to the date of this communication.

 

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SOURCE TNL Mediagene

FAQ

When does TNL Mediagene (TNMG) reverse split take effect?

The 1-for-20 share consolidation is expected to begin trading on a split-adjusted basis on December 23, 2025.

What ratio did TNL Mediagene (TNMG) adopt for the share consolidation?

The company's Board approved a 1-for-20 share consolidation on December 9, 2025.

Will TNMG ticker or listing change after the consolidation?

TNMG will continue to trade on Nasdaq under the existing ticker TNMG; only the CUSIP will change to G8924F121.

Do TNMG shareholders need to take action to receive consolidated shares?

Registered and nominee-held shareholders are not required to take any action; positions will be adjusted automatically.

Why is TNL Mediagene (TNMG) doing a 1-for-20 reverse split?

The company said the consolidation is intended to increase the per-share price to help regain compliance with Nasdaq's $1.00 minimum bid requirement.

How will fractional shares be handled in TNMG's consolidation?

No fractional shares will be issued; any fractional interests will be rounded up to the next whole share.