FlexShopper Announces Reverse Stock Split In Preparation For Proposed Uplisting To The Nasdaq Capital Market

BOCA RATON, Fla., Oct. 14, 2016

On March 17, 2016, the Company's stockholders, acting by written consent, approved an amendment to the Certificate of Incorporation to effect a reverse stock split of the Company's common stock. The Board of Directors approved the 1-for-10 ratio for the reverse split after evaluating items such as the current and anticipated trading price and volume of the Company's stock, the minimum threshold prices at which brokerages and institutional investors can invest in stocks, prevailing market conditions, and the liquidity of the Company's stock. 

"This is a critically important step in our corporate development, and we are pleased that with the endorsement of our stockholders and Board we can execute the reverse stock split and move to a Nasdaq listing," said Brad Bernstein, FlexShopper CEO. "The resulting higher share price will also provide us with several significant benefits, including raising our corporate profile and making our stock more appealing to institutional investors and analysts. Moving to the Nasdaq Capital Market is a significant milestone in our plan to create long-term stockholder value and attract a broader, more diverse stockholder base."

"These moves are part of our overall strategy to drive FlexShopper's growth, as we continue to expand our LTO and retail partnerships, add online product offerings, and focus on continued growth in lease originations," continued Bernstein. "We are also planning to further our investments in our mobile-enabled systems, a critical and fast-growing channel, in order to enhance consumer experience through improved speed, simplicity and efficiency."

Upon the effectiveness of the reverse split, every 10 shares of the Company's issued and outstanding stock will be automatically combined and converted into one issued and outstanding share of common stock without any further action needed on the part of the Company's stockholders. The number of shares authorized for issuance and the par value of the shares will not change. Any fractional shares resulting from the reverse split will be rounded up to the nearest whole share.

The reverse stock split will not affect any stockholder's percentage ownership interest or proportionate voting power or other rights in the Company's common stock, except to the extent that any stockholder receives whole shares in lieu of fractional shares. FlexShopper's common stock will trade under the ticker symbol "FPAYD" for a period of 20 business days after the reverse stock split has been effected in the marketplace, and stock certificates issued after the reverse stock split will bear a new CUSIP number. After that time, the Company's ticker symbol will once again be "FPAY." Before any listing of the common stock on the Nasdaq Capital Market can occur, Nasdaq will need to approve FlexShopper's application for listing. There can be no assurance that the Company's application will be approved.

The Company's transfer agent, Continental Stock Transfer & Trust Company, will act as exchange agent for the reverse split.  FlexShopper stockholders will receive forms and notices to exchange their existing shares for new shares from the exchange agent or their broker.