Amwell Announces Reverse Stock Split

Boston, June 28, 2024 (GLOBE NEWSWIRE) -- Amwell (NYSE: AMWL), a small-cap growth healthcare company and a leading provider of healthcare software as a service, today announced that its Board of Directors (the “Board”) has approved a 1-for-20 reverse stock split (“Reverse Split”) of its Class A common stock, Class B common stock and Class C common stock (collectively, the “Common Stock”), that is expected to become effective on July 10, 2024 at 5:00 p.m. EDT. The shares of the Company’s Class A common stock are expected to begin trading on the New York Stock Exchange (“NYSE”) on a split-adjusted basis at the market open on July 11, 2024. No change will be made to the trading symbol for the Company’s shares of Class A common stock, “AMWL”, in connection with the Reverse Split. 

The Company expects that the Reverse Split will allow the Company to regain compliance with the $1.00 minimum average closing price requirement of the NYSE. The new CUSIP number for the Class A common stock following the Reverse Split will be 03044L 204.   

“While the reverse stock split is primarily driven by technical compliance with the NYSE minimum stock price requirement, we also hope to broaden the base of potential investors in Amwell as we strive for greater efficiencies, optimized cash flow and profitable growth, while remaining committed to enabling our clients to achieve their goals. The split also has no direct impact on our market capitalization,” said Robert Shepardson, Amwell CFO.   

At the Company’s annual meeting of stockholders held on June 18, 2024, the Company’s stockholders approved the proposal to authorize the Board, in its discretion, to effect the Reverse Split at a ratio to be determined by the Board, ranging from 1-for-10 to 1-for-20. On June 27, 2024, the Board approved the Reverse Split. 

The Reverse Split will reduce the number of issued and outstanding shares of Class A common stock from approximately 266,174,000 to approximately 13,308,700, the number of issued and outstanding shares of Class B common stock from approximately 27,390,397 to approximately 1,369,519 and the number of issued and outstanding shares of Class C common stock from approximately 5,555,555 to approximately 277,777. All outstanding options, warrants, and other securities entitling their holders to purchase or otherwise receive shares of Common Stock will be adjusted as a result of the Reverse Split. The number of shares available to be awarded under the Company’s equity incentive plans will also be appropriately adjusted. Following the Reverse Split, the par value of the Common Stock will remain unchanged at $0.01 par value per share. No fractional shares will be issued in connection with the Reverse Split, and stockholders who would otherwise be entitled to receive a fractional share will instead receive a cash payment equal to the fraction of a share of Common Stock in lieu of such fractional share.