Safeguard Scientifics’ board approves plan to voluntarily delist from Nasdaq

Safeguard Scientifics announced that its Board of Directors has approved a plan to cease the registration of the company’s common stock under the Securities Exchange Act of 1934, as amended, following the completion of a proposed reverse stock split transaction, which will be followed immediately by a forward stock split, and to delist its shares of common stock from trading on The Nasdaq Stock Market LLC. In order to deregister its shares of common stock, the company must reduce its number of shareholders of record to below 300. To accomplish this, the Board is proposing to amend the company’s articles of incorporation to effect a reverse stock split of the company’s common stock, followed immediately by a forward stock split of the company’s common stock, at a ratio (i) not less than 1-for-50 and not greater than 1-for-100, in the case of the reverse stock split, and (ii) not less than 50-for-1 and not greater than 100-for-1, in the case of the forward stock split, with the exact stock split ratios to be set within the foregoing ranges at the discretion of the Board (and, in all cases, with the forward stock split ratio being the inverse of the reverse stock split ratio), without further approval or authorization of shareholders and with the Board, in its sole discretion, able to effect the stock splits immediately following the public announcement of the stock split ratios or to elect not to effect the proposed stock splits (whether or not authorized by the shareholders) or to abandon the overall going private transaction at any time if the Board determines in its business judgment that the stock splits or the overall going private transaction is no longer in the best interests of the company or its shareholders.