Scage Future Finalizes Timeline for ADS Ratio Adjustment

Nanjing-based Scage Future, a developer of new energy and zero-emission heavy-duty commercial vehicles and e-fuel solutions, has announced the official timeline and operational details for its upcoming American Depositary Share (ADS) ratio adjustment. The company, which trades on the Nasdaq Global Market under the ticker symbol SCAG, confirmed that the transition will take effect on October 27, 2026. This adjustment represents a significant structural change for the company's US-listed equity, shifting the ratio from one ADS representing one ordinary share to a new ratio where one ADS will represent fifteen ordinary shares.

Mechanics of the One-for-Fifteen Reverse Split Equivalent

For current investors holding Scage Future's ADSs, the ratio change functions identically to a one-for-fifteen reverse ADS split. On the designated Effective Date of October 27, 2026, the transition will execute automatically. Citibank, N.A., acting as the Depositary Bank for the company's ADS program, will handle the cancellation of existing ADSs and the subsequent issuance of the new ADSs.

Under this framework, holders of the company's ADSs will receive one new ADS in exchange for every fifteen existing ADSs they hold. The company has clarified that ADS holders do not need to take any manual action to facilitate this exchange, as the process is designed to occur seamlessly within the depositary system.

Financial and Trading Implications

The structural adjustment is designed to alter the trading price of the ADSs on the Nasdaq Global Market, with expectations that the market price will increase proportionally. However, Scage Future has explicitly noted that it can provide no assurance that the post-change trading price will equal or exceed fifteen times the pre-change trading price.

Crucially, the ratio change is purely administrative regarding the underlying equity; it will have no impact on Scage Future's underlying ordinary shares. No new ordinary shares will be issued, and no existing ordinary shares will be cancelled as a result of this process. To reflect the new structure, the CUSIP number for the ADSs will transition from the old identifier, 80590A105, to the new identifier, 80590A204, starting on the Effective Date.

Handling of Fractional Entitlements

To maintain clean share distributions, Scage Future will not issue any fractional new ADSs during this ratio change. Instead, any fractional entitlements that arise from the one-for-fifteen consolidation will be aggregated by Citibank, N.A.

The Depositary Bank will sell these aggregated fractional entitlements on the open market. Following the deduction of applicable fees, taxes, and expenses, the net cash proceeds generated from these sales will be distributed proportionally to the affected ADS holders.

Industrial Footprint and Technology Portfolio

Beyond the financial restructuring, Scage Future continues to position itself as a zero-emission technology provider in China, focusing on the decarbonization of global commercial transportation. The company's business model centers on delivering heavy-duty new energy vehicle (NEV) trucks and e-fuel systems designed for demanding industrial environments.

Scage Future collaborates with vehicle manufacturers and maintains a quality control framework to address transport requirements across logistics, mining, and port operations. The company's technological portfolio includes several next-generation heavy-duty NEVs that have undergone design, production, and testing phases, such as:

  • Dragon II plug-in hybrid dump truck
  • Galaxy II plug-in hybrid truck
  • Autonomous tractor trailer

Through these offerings, the company aims to provide intelligent, high-performance alternatives to traditional diesel-powered commercial fleets.

Market Outlook and Risk Factors

The execution of the ADS ratio change is subject to standard market conditions and operational timelines. Scage Future has noted that its forward-looking statements regarding the completion of the ratio change, the anticipated effects on the trading price, and the treatment of fractional entitlements are based on current expectations and projections. These projections involve known and unknown risks and uncertainties, and actual results may differ materially from the anticipated outcomes.