- What happened to E-centives?
- Why did Invenda Corporation (formerly E-centives, Inc.) implement a name change?
- On which stock exchange does Invenda trade?
- What is the ticker symbol for Invenda?
- Can I buy and sell stock directly from Invenda?
- Why did Invenda Corporation (formerly E-centives, Inc.) implement a reverse stock split?
- When did the reverse stock split take place?
- What is the effect of the reverse stock split?
- How are fractional shares addressed?
- What do I need to do?
- How can I change my address or title on my Invenda stock certificate?
- What if I hold my shares through my broker (in other words, in "street name")?
- Will I receive a new stock certificate if I do not surrender my existing stock certificates?
- What if I have lost or do not otherwise have my stock certificates?
- What if I have more questions about the procedures for receiving new stock certificates?
- Will I owe taxes because of the reverse stock split?
- Where is Invenda headquartered?
1. What happened to E-centives?
The corporate entity formally known as E-centives, Inc., has been renamed and is now referred to as Invenda. E-centives continues as an operating unit of Invenda Corp., and is focused on delivering leading technologies and solutions for print-controlled Internet coupons and a broad range of interactive promotions.
2. Why did Invenda Corporation (formerly E-centives, Inc.) implement a name change?
The purpose of the name change to Invenda Corporation is to establish a brand identity that more accurately reflects the current businesses of the Company, as well as enable capitalizing on important industry trends via new business ventures the Company may enter.
The name E-centives was reflective of the Company's first product line, which powers electronic incentives (hence "E-centives") and had commenced in 1996. Since then, the Company's offerings have evolved and expanded, both through internal development and corporate acquisitions of four different businesses. Therefore, the name E-centives no longer accurately represents the parent Company's broad range of offerings.
3. On which stock exchange does Invenda trade?
SWX Swiss Exchange
4. What is the ticker symbol for Invenda?
INVN
5. Can I buy and sell stock directly from Invenda?
No. Currently, Invenda does not offer a direct purchase plan.
6. Why did Invenda Corporation (formerly E-centives, Inc.) implement a reverse stock split?
The purpose of the Reverse Stock Split is to reduce the number of shares of the Company's outstanding common stock. The Board of Directors believes that a decrease in the number of shares outstanding is likely to increase the marketability of the Company to potential new investors.
7. When did the reverse stock split take place?
The reverse stock split took effect after the close of the markets on Friday, May 18, 2007 with respect to stockholders of record at the close of business on Wednesday, April 4, 2007.
8. What is the effect of the reverse stock split?
On the number of shares:
As a result of the reverse stock split, each ten shares of previously outstanding common stock have been reclassified and combined into one share of common stock. That is, each ten shares you owned prior to the reverse split have become one share after giving effect to the reverse split. The total number of Invenda Corporation’s (formerly E-centives, Inc.) shares of common stock outstanding has been reduced from approximately 62,872,506 shares to approximately 6,257,250 shares.
On the trading price of shares:
Beginning on May 23, 2007, the Invenda Corporation (formerly E-centives, Inc.) common stock began to trade on the Swiss Stock Exchange on a post-reverse split basis and under the new trading symbol “INVN.” The market price of the common stock reflects the fact that there are only one-tenth as many shares outstanding as before the reverse stock split.
9. How are fractional shares addressed?
Invenda Corporation (formerly E-centives, Inc.) will not issue fractional shares to any stockholder in the reverse stock split. Instead, Invenda Corporation (formerly E-centives, Inc.) will arrange to pay in cash an amount equal to the fair value of the fractional shares.
Invenda Corporation’s (formerly E-centives, Inc.) exchange agent, American Stock Transfer & Trust Company, will be sending a Letter of Transmittal to all stockholders of record as of the close of business on Wednesday, April 4, 2007. If you receive a Letter of Transmittal, complete it and return it, along with your existing stock certificates, to the exchange agent. After Invenda Corporation (formerly E-centives, Inc.) receives your existing stock certificates, it will have a new stock certificate issued in your name.
11. How can I change my address or title on my Invenda stock certificate?
All requests for address and title changes for Invenda stock should be addressed to our transfer agent:
American Stock Transfer & Trust Company
59 Maiden Lane
New York, New York 10038
12. What if I hold my shares through my broker (in other words, in “street name”)?
If you hold your shares in street name, you should contact your broker to see if any action is required on your part.
13. Will I receive a new stock certificate if I do not surrender my existing stock certificates?
No. You must surrender your existing stock certificates, along with a properly executed Letter of Transmittal, to the exchange agent in order to have a new stock certificate issued in your name.
14. What if I have lost or do not otherwise have my stock certificates?
If you have lost or are missing your stock certificates, or if your stock certificates have been destroyed, follow the instructions contained in the Letter of Transmittal.
15. What if I have more questions about the procedures for receiving new stock certificates?
If you have questions about surrendering existing stock certificates for new stock certificates, you will be able to contact the exchange agent at the toll-free telephone number set forth in the Letter of Transmittal.
16. Will I owe taxes because of the reverse stock split?
** Disclaimer **
First, please understand that we do not provide tax advice and the response below needs to be read with that in mind. Second, please remember that individual circumstances vary, and therefore, we recommend that anyone who has a question about income taxes (federal, state, local and foreign) arising from this or any other stock transactions should consult a tax professional.
Generally speaking, the reverse stock split is not a taxable transaction. Accordingly, except with respect to any cash received from fractional shares, a stockholder will not recognize any gain or loss as a result of the receipt of post-reverse split common stock pursuant to the reverse stock split.
The shares of post-reverse split common stock in the hands of a stockholder will have an aggregate basis for computing gain or loss equal to the aggregate basis of shares of pre-reverse split common stock held by that stockholder immediately prior to the reverse stock split, reduced by the basis allocable to any fractional shares which the stockholder is treated as having sold for cash. A stockholder’s holding period for the post-reverse split common stock will include the holding period of the pre-reverse split common stock exchanged.
Stockholders who receive cash in lieu of fractional shares will generally recognize gain or loss in an amount equal to the difference between the cash received and the portion of their basis for the pre-reverse split common stock allocated to the fractional shares.
Stockholders who do not receive stock pursuant to the reverse stock split but receive cash for all of their holdings (as a result of owning fewer than three shares) and who are not related to any person or entity that holds common stock immediately after the reverse stock split will recognize a gain or loss for federal income tax purposes equal to the difference between the cash received and their basis in the pre-reverse split common stock. The gain or loss will generally be a capital gain or loss to the extent that the stockholder’s holding period exceeds 12 months.
17. Where is Invenda headquartered?
Invenda is headquartered in Bethesda, Maryland in the United States. Bethesda, Maryland is 15 minutes north of Washington, D.C
For additional information, please contact:
Invenda Investor Relations
investors@Invenda.com.