ClearOne, Inc. announced on June 30, 2025, that its Board of Directors declared a one-time special stock dividend. This dividend is intended to provide legacy stockholders with a 100% stake in the net proceeds from any eventual sale of all or substantially all of the company’s current assets and operations, referred to as the 'Asset Sale'. This move is part of ClearOne's ongoing strategic process to address its financial situation.
The special stock dividend involves issuing one share of Class A Redeemable Preferred Stock, par value $0.001 per share, for every issued and outstanding share of common stock and common stock equivalent. Upon the completion of any Asset Sale, the Class A Preferred Stock will be redeemed by the company for 100% of the net proceeds from such sale. The dividend is payable on July 18, 2025, to stockholders of record as of July 11, 2025.
Due to the dividend exceeding twenty-five percent of the common stock's value, FINRA UPC Rule 11140 applies, meaning stockholders selling shares on or prior to the payment date of July 18, 2025, will not receive the special stock dividend for those sold shares. This dividend underscores the company's strategic pivot towards a potential liquidation of its assets rather than a focus on continued operational growth.
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