Nightfood Holdings Inc. (OTCQB: NGTF) issued a letter to shareholders on Tuesday clarifying the details of its recently filed Preliminary Schedule 14C Information Statement, which includes authorization for a potential reverse stock split. The company’s board of directors and majority stockholder have approved giving the board discretion to effect a reverse split within a range of 1-for-150 to 1-for-250, contingent on a potential listing on a national securities exchange.
In its statement, Nightfood emphasized that the authorization does not mean a reverse split will necessarily occur. The board retains the flexibility to determine whether and when to implement a reverse split, and may select a specific ratio based on market conditions and the company’s trading price at that time. The company also noted that the board could abandon the action entirely if deemed not in the best interest of shareholders.
The move comes as Nightfood, which now operates under the name TechForce Robotics, focuses on AI-driven robotics and automation across several high-growth industries, including hospitality, pharmaceuticals, and enterprise automation. The company has been building a diversified automation platform through strategic acquisitions, partnerships, and technology development initiatives.
A reverse stock split is often used by companies trading on the OTC markets to increase their share price to meet the minimum listing requirements of a national exchange, such as the Nasdaq or New York Stock Exchange. By reducing the number of shares outstanding, a reverse split can boost the per-share price, potentially making the stock more attractive to institutional investors and improving liquidity.
For more details on the preliminary information statement, investors can view the full press release at https://ibn.fm/DXOVA. Additional updates and news about Nightfood Holdings are available in the company’s newsroom at http://ibn.fm/NGTF.
The clarification aims to address shareholder concerns following the filing, as reverse stock splits can sometimes be viewed negatively by investors due to potential dilution or signaling of financial distress. However, Nightfood’s board stressed that the authorization is a proactive step to position the company for a future exchange listing, which could provide greater visibility and access to capital markets.
As of the date of the statement, no decision has been made to proceed with the reverse split, and the company continues to evaluate its options based on evolving market conditions.


