Cardio Diagnostics Announces 1-for-30 Reverse Stock Split
Cardio Diagnostics Holdings, Inc. (referred to as “Cardio” or the “company”) announced that a reverse stock split of 1-for-30 will be implemented starting at market open on May 13, 2025. The split will become effective at 11:59 PM Eastern Time on May 12, 2025, and the company's common stock will continue trading on the Nasdaq Capital Market under the ticker symbol “CDIO.” However, the CUSIP number will change to 14159C202. Purpose and Implementation The primary goal of this reverse stock split is to help Cardio meet the minimum bid price requirement set by the Nasdaq Capital Market, ensuring its continued listing. According to the plan, every 30 shares of existing common stock will be combined into one new share, maintaining the par value of each share at $0.00001. The Depository Trust Company (DTC) will manage the rounding process for fractional shares, ensuring that only whole shares are issued to shareholders. Stock Reduction and Charter Changes After the split, the number of issued common shares will decrease from approximately 52 million to about 1.7 million, but the authorized number of common shares will remain at 300 million. Additionally, the shares reserved under the company’s 2022 Equity Incentive Plan will also be proportionally reduced. Existing public and private warrants and stock options will have their exercise quantities and prices adjusted accordingly to reflect the new share structure. Background and Authorization On November 15, 2024, Cardio’s shareholders granted the board authority to decide on the timing and ratio of a potential reverse stock split, ranging from 1-for-5 to 1-for-40. On April 10, 2025, the board finalized the decision to proceed with a 1-for-30 split. This decision will also necessitate amendments to the company’s Third Amended and Restated Certificate of Incorporation to document the changes. Company Profile Cardio Diagnostics Holdings, Inc. is a leading precision healthcare company focused on cardiovascular disease prevention, detection, and management. Headquartered in Chicago, the company was founded in 2024. Cardio leverages advanced artificial intelligence (AI) technologies through its proprietary human-machine interaction genetic-epigenetic engine to develop and commercialize clinical tests. The aim is to make diagnostics more accessible, personalized, and accurate, ultimately becoming a top player in medical technology for cardiovascular health. For more detailed information, visit their website at www.cdio.ai. Impact and Industry Perspective Industry insiders view Cardio's reverse stock split as a crucial step to address current market pressures and regain compliance with Nasdaq requirements. While the split may temporarily affect stock liquidity and trading volume, it is expected to enhance the company’s financial stability and market confidence in the long term. Experts highlight that this move could improve the company's attractiveness to investors and lead to better financing conditions in the future. Cardio boasts significant research and development capabilities, setting a high technological barrier in the cardiovascular medicine field. The company's AI-driven approach has the potential to revolutionize how cardiovascular diseases are managed, offering personalized and precise solutions. However, Cardio faces several risks, including regulatory changes, intensified competition, and rapid technological advancements. These factors could impact the company's financial performance and growth prospects. Financial and Strategic Implications The reduction in the number of outstanding shares from 52 million to 1.7 million is a strategic move to bolster the stock price and align it with Nasdaq’s listing standards. By doing so, Cardio aims to strengthen its position in the market and attract more institutional investors who often prefer companies with higher stock prices. The company's equity incentive plans and warrant structures will be adjusted to ensure fair treatment for all stakeholders, including employees and option holders. Long-term Projections Despite the challenges, the company’s management remains optimistic about Cardio’s future. They believe that the reverse stock split will lay a solid foundation for long-term growth and innovation. Cardio’s commitment to advancing AI-based diagnostics and treatments for cardiovascular diseases positions it well to capitalize on the growing demand for precision medicine. The integration of genetic and epigenetic data in their diagnostic tools promises to deliver more accurate and actionable insights, enhancing patient care and potentially opening new markets. Conclusion The 1-for-30 reverse stock split by Cardio Diagnostics Holdings, Inc. is a decisive action designed to maintain Nasdaq compliance and improve financial standing. Industry experts see this move as both a short-term necessity and a long-term strategy to enhance the company's market position and investor confidence. As Cardio continues to innovate and refine its AI-driven diagnostic tools, its ability to navigate regulatory and competitive landscapes will be key to sustained success. The company’s advanced technology and strategic approach suggest a promising future in the cardiovascular healthcare sector.
