Team, Inc. (NYSE:TISI) (“TEAM” or the “Company”), a global leading provider of integrated, digitally-enabled asset performance assurance and optimization solutions, today announced that the Board of Directors of the Company (the “Board”) has approved a reverse stock split of the outstanding shares of the Company’s common stock, par value $0.30 per share (the “Common Stock”), at a ratio of one-for-ten (the “Reverse Stock Split”). The Company’s shareholders granted authority to the Board to effect the Reverse Stock Split at the Company’s Special Meeting of Shareholders held on November 2, 2022, as adjourned to November 8, 2022. The Reverse Stock Split is scheduled to take effect at approximately 5:00 p.m. Eastern Time on December 21, 2022 (the “Effective Time”).
At the Effective Time, every ten issued and outstanding shares of Common Stock will be converted into one share of Common Stock, with a proportionate reduction in the Company’s authorized shares of Common Stock. The par value of each share of Common Stock will remain unchanged. The shares are expected to begin trading on a split-adjusted basis at market open on December 22, 2022. Trading in the Common Stock will continue on the New York Stock Exchange (“NYSE”) under the symbol “TISI,” but the security will be assigned a new CUSIP number.
No fractional shares will be issued in connection with the Reverse Stock Split. Instead, each stockholder that otherwise would receive fractional shares will be entitled to receive, in lieu of such fractional shares, cash in an amount determined on the basis of the closing price of the Common Stock on the NYSE on December 21, 2022. The Reverse Stock Split will apply to all of the outstanding shares of Common Stock as of the Effective Time. Proportional adjustments will be made to the number of shares of Common Stock issuable upon exercise or conversion of the Company’s outstanding warrants, equity awards and convertible securities, as well as the applicable exercise prices.
Computershare Trust Company, N.A. (“Computershare”), the Company’s transfer agent, will act as the exchange agent for the reverse stock split. Shareholders with certificated shares will receive a letter of transmittal from Computershare with instructions on how to surrender certificates representing pre-split shares. Shareholders should not send in their pre-split certificates until they receive a letter of transmittal from Computershare. Shareholders with book-entry shares or who hold their shares through a bank, broker or other nominee will not need to take any action.
Additional information about the Reverse Stock Split and the related charter amendment can be found in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on September 19, 2022.
