AirNet announces the date of the extraordinary general meeting and the proposal to modify the ADS ratio

HOUSTON, November 4, 2022 /PRNewswire/ — AirNet Technology Inc., formerly known as AirMedia Group Inc. (“AirNet” or the “Company”) (Nasdaq: ANTE), today announced the calling of a special general meeting of Shareholders (“AGE”), to be held at Suite 301, No. 26, Dongzhimenwai Street, Chaoyang District, beijing 100027, people of the republic of china on November 30, 2022 at 10:00 AM (beijing time). The proposal to be submitted for shareholder approval at the Extraordinary General Meeting is to consider and vote on the resolution to consolidate forty of the authorized shares (issued or unissued) of each category of nominal value of $0.001 each in the capital of the Company in one share of the same category with a par value of $0.04 each (“Share Consolidation”), so that following and following the Share Consolidation, the authorized share capital of the Company will be $1,000,000 divided into 22,500,000 ordinary shares with a face or nominal value of $0.04 each and 2,500,000 preference shares with a face or nominal value of $0.04 each.

The record date (the “Record Date”) for determining the shareholders entitled to receive notice of the Extraordinary General Meeting or any adjournment or postponement thereof has been set at November 7, 2022. Registered holders of ordinary shares of the Company at the close of business on the Record Date are entitled to attend in person the extraordinary general meeting and any adjournment or postponement thereof.

Subject to the approval of the reverse stock split at the EGM, the reverse stock split will be effective as of 5:00 p.m.on December 9, 2022 (US Eastern Time). Any fraction of a share held by a shareholder following and following the Share Consolidation will be rounded up to the next whole number, by means of the issuance by the Company to such shareholder of such additional fraction of a share ( with a face value of $0.04), credited as fully paid, to the extent necessary to reach that integer.

The Board of Directors has also approved, subject to the Share Consolidation, to change the ratio of its American Depositary Receipts representing common shares of the Company from one (1) American Depository Share (“ADS”) to ten (10) ordinary shares of the Company. to one (1) ADS for one (1) ordinary share of the Company (the “Change of ADS Ratio”). No physical action by ADS holders will be required to effect the ratio change, as the change will be made on the books of the depositary. The effect of the ratio change on the trading price of ADS on the Nasdaq Capital Market is expected to occur at the opening of business on December 12, 2022assuming that the Reverse Stock Split is approved by the extraordinary general meeting of November 30, 2022.

Forward-looking statements

This announcement contains forward-looking statements within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by words such as “will”, “expect”, “should”, ” “expects”, “aims”, “future”, “intends”, “plans”, “believes”, “is likely to”, “estimates”, “may”, “should” and similar expressions. The Company may also make written or oral forward-looking statements in its reports filed with or furnished to the United States Securities and Exchange Commission, in its annual reports to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Forward-looking statements are based on management’s current expectations and current market and operating conditions, and involve inherent risks and uncertainties, q all of which are difficult to predict and many of which are beyond the control of the Company, which may cause its actual results, performance or achievements to differ materially from those contained in the forward-looking statements. Further information is included in the Company’s filings with the United States Securities and Exchange Commission. All information provided in this announcement is as of the date of this announcement, and the Company undertakes no obligation to update any forward-looking statements as a result of new information, future events or otherwise, except as required by law. required.


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SOURCEAirNet Technology Inc.

Sallie R. Loera