Cheer Holding Announces Share Consolidation of Ordinary Shares

Ordinary Shares Will Begin Trading on a Post-Consolidation Adjusted Basis on
November 27, 2023

BEIJING, Nov. 22, 2023 (GLOBE NEWSWIRE) --  Cheer Holding, Inc. (NASDAQ: CHR) (“Cheer Holding,” “we” or the “Company”), a leading provider of next-generation mobile internet infrastructure and platform services, today announced that it intends to effect a share consolidation of its ordinary shares at a ratio of 1 post-split ordinary share for every 10 pre-split ordinary shares (the “Share Consolidation”) so that every ten (10) shares issued and outstanding will be combined into one (1) share. Any fractional share of a shareholder resulting from the Share Consolidation will be rounded up to the nearest whole number of shares. The Share Consolidation will become effective at 4:05 p.m. (New York time) on November 24, 2023 (the “Effective Time”).

The Share Consolidation will be effected by filing a notice to the Registrar of Companies of the Cayman Islands. The Company’s ordinary shares will continue to be traded on the Nasdaq Capital Market (“Nasdaq”) under the symbol “CHR” and will begin trading on a post-consolidation adjusted basis when the market opens on Monday, November 27, 2023. The CUSIP number for the Company’s ordinary shares following the Share Consolidation will be G39973204.

The Share Consolidation is primarily intended to increase the Company’s per share trading price in order to maintain its listing on Nasdaq. As previously disclosed, on March 22, 2023, the Company received notice from the Listing Qualifications Department of Nasdaq indicating that the Company is not in compliance with the minimum bid price requirement of US$1.00 per share under the Nasdaq Listing Rules. We believe that the proposed Share Consolidation will assist the Company in regaining compliance under the Nasdaq Listing Rules.

The Share Consolidation will reduce the issued and outstanding number of ordinary shares of the Company from 100,384,466 shares to approximately 10,038,447 shares. In addition, the Company will be effecting a share increase immediately upon the effectiveness of the Share Consolidation, so as to maintain the same number of authorized ordinary shares before the Share Consolidation, which will continue to be 200,000,000 ordinary shares of a par value of US$0.001.

Shareholders holding their shares in book-entry form or in “street name” (through a broker, bank or other holder of record) will have their shares automatically adjusted to reflect the Share Consolidation. Shareholders of record may direct questions concerning the Share Consolidation to the Company’s transfer agent, Continental Stock Transfer & Trust Company.