Securities Law, NYSE, NASDAQ & OTC Markets Listings & Compliance

Bollinger Innovations: The Curious Case of the Disappearing Investor

Yesterday, Bollinger Innovations Inc. (BINI) (formerly Mullen Automotive, Inc. (MULN)) announced a 1:250 reverse stock split, effective Monday, September 22, 2025, in an effort to regain compliance with the Nasdaq’s minimum bid price rule. 

Under this plan, every 250 shares currently held by shareholders will be consolidated into a single share, reducing Bollinger’s approximately 126.2 million shares outstanding to about 505,000 shares (rounding fractional shares up).

What Is a Reverse Stock Split, and Why Do Companies Use Them?

A reverse stock split is a corporate action in which a company reduces the number of its shares outstanding by converting a certain number of existing shares into fewer shares. For example, in a 1-for-10 reverse split, 10 shares would become 1. The effect is that each remaining share represents a larger ownership stake in the company, so the per-share price increases proportionally. Importantly, the overall value of someone’s investment doesn’t change just from the split itself—if you held 100 shares at $0.10 each before a 1-for-10 reverse split, after the split, you’d hold 10 shares at $1.00 each.

Companies undertake reverse stock splits for several reasons, mainly:

• To meet listing requirements on exchanges like Nasdaq, which often mandate a minimum share price (for example, $1.00) to stay listed.
• To improve perceptions of the stock — very low share prices can engender negative views from investors and institutions.
• To potentially reduce transaction costs associated with managing large numbers of trades with very small share prices.

In Bollinger’s case, the reverse split is intended to bring the Company into compliance with the $1.00 minimum bid price requirement for maintaining its Nasdaq listing. 

What Causes a Company’s Share Price to Drop, Leading to a Reverse Split?

There are a number of reasons why a company’s share price may drop, creating the issues mentioned above, but the most common cause is that the company carries a significant amount of debt, leading to dilution, which drives down the price, as is the case with Bollinger.

And while a reverse split will increase the per-share price, it is often only a temporary band-aid, especially if the price drop was due to dilution caused by the company carrying toxic, dilutive debt instruments, as is the case with Bollinger.

More often than not, a company that is forced to undergo a reverse split due to toxic, dilutive financing instruments ends up being a serial offender, requiring multiple reverse splits as the share price is repeatedly driven down by dilution — again, as is the case with Bollinger.

Bollinger: The Writing is on the Wall

Bollinger’s need to rely on debt and the risk that debt poses to retail shareholders due to future dilution is no secret.  The company is a fully reporting company listed on the Nasdaq. From their most recent financial reports:

Financial Overview

• Stockholders’ Equity Deficit: As of June 30, 2025, the company reported a stockholders’ equity deficit of approximately $107.9 million, a substantial increase from $28.6 million at the end of the previous fiscal year. This indicates a worsening financial position over the past nine months.
• Accumulated Deficit: The accumulated deficit stood at $2.61 billion as of June 30, 2025, up from $2.32 billion at the end of September 2024, reflecting ongoing operational losses.
• Revenue and Losses: For the nine months ending June 30, 2025, Bollinger generated $8.34 million in revenue, primarily from vehicle sales. However, the company incurred a gross loss of approximately $15.8 million and operating expenses totaling $114 million, leading to a net loss of $304.4 million for the period.

Debt Situation

• Convertible Notes: Bollinger has issued $20.35 million in senior secured convertible notes. These notes are subject to conversion into common stock, posing a dilution risk to existing shareholders’ interests.
• Bollinger Motors Loan: The company has a loan with Bollinger Motors in the amount of $2.72 million. This loan is reported as matured, indicating potential repayment issues.
• Accrued Interest: As of June 30, 2025, the outstanding accrued interest on notes payable was $2.7 million, an increase from $2.4 million at the end of September 2024.
• Debt Discounts and Issuance Costs: Amortization of debt discounts and issuance costs amounted to $47.4 million for the nine months ended June 30, 2025, highlighting the high cost of borrowing.

A Disturbing Pattern: Too Many Reverse Splits 

This will be Bollinger’s ninth reverse stock split since May 2023:

• May 4, 2023 – 1:25 r/s
• August 11, 2023 – 1:9 r/s
• December 21, 2023 – 1:100 r/s
• September 17, 2024 – 1:100 r/s
• February 18, 2025 – 1:60 r/s
• April 11, 2025 – 1:100 r/s
• June 2, 2025 – 1:100 r/s
• August 4, 2025 – 1:250 r/s
• September 22, 2025 – 1:250 r/s

This frequency is deeply unsettling because each reverse split is meant to be a last-resort remedy, typically to satisfy exchange listing rules (e.g., Nasdaq’s $1 minimum bid price).  Every split raises the question: if the company must do this again so soon, what confidence can one have that things will actually improve? 

With Bollinger, the pattern is frightening!

• On September 7, 2022, the Company received a letter from Nasdaq notifying the Company that it was in violation of the $1.00 minimum bid price requirement. 
• On March 7, 2023, Nasdaq granted the Company an extension to meet the minimum bid requirement.
• On May 4, 2023, the Company effected a 1-for-25 reverse stock split of its common stock.
• On August 11, 2023, the Company effected an additional 1-for-9 reverse stock split of its common stock.
• On September 6, 2023, the Company received another letter from NASDAQ notifying the Company that it was in violation of the $1.00 minimum bid price requirement. 
• On December 21, 2023, the Company effected a 1-for-100 reverse stock split of its common stock.
• On September 16, 2024, the Company received another letter from Nasdaq notifying the Company that it was in violation of the $1.00 minimum bid price requirement.
• On September 24, 2024, the Company effected a 1-for-100 reverse stock split of its common stock.
• On February 18, 2025, the Company effected a 1-for-60 reverse stock split of its common stock.
• On February 25, 2025, the Company received a written notice from the Nasdaq, notifying the Company that its Market Value of Listed Securities (MVLS)  was less than the $35.0 million minimum required for continued listing. The Company was granted 180 days to cure the deficiency. 
• On April 11, 2025, the Company effected a 1-for-100 reverse stock split of its common stock.
• On June 2, 2025, the Company effected a 1-for-100 reverse stock split of its common stock.
• On August 4, 2025, the Company effected a 1-for-250 reverse stock split of its common stock.
• On August 26, 2025, the Company received a written notice from Nasdaq stating that it had not regained compliance with the MVLS Listing Rule within the 180-day period, making the Company’s securities subject to suspension/delisting. The Company requested a hearing, which automatically stayed the suspension or delisting action pending the hearing panel’s decision.
• On September 22, 2025, the Company will effect a 1-for-250 reverse stock split of its common stock.

The pattern presents a story of Bollinger kicking the can down the road, putting off an inevitable suspension/delisting for 2 ½ years, through a series of reverse stock splits, at the expense of the retail investors.

The End of the Road for Bollinger?

In January 2025, Nasdaq enacted rule changes, tightening the criteria for when and how reverse splits can be used, and reducing the leeway companies have to rely on them as a “fix.” 

Here are the main enhancements that work against Bollinger:

1. Reduced availability of compliance periods if recent reverse splits exist
   • If a company has executed a reverse stock split in the prior one-year period, it is no longer eligible for another compliance period to cure a bid-price deficiency.
   • Also, if a company has done one or more reverse stock splits over the prior two years with a cumulative ratio (i.e., the combined effect of multiple splits) of 200 shares-for-one or more, Nasdaq will not grant additional compliance periods.
2. Automatic suspension/delisting is triggered more quickly
   • After a second 180-day compliance period expires without compliance, a request for a hearing no longer stays (pauses) the suspension and delisting pending the hearing. That means the company’s shares may be suspended or moved to OTC immediately after the second compliance period ends, even if the company appeals.
3. No “extra” cure periods once deficiencies accumulate or prior splits have occurred
   
   • Repeated splits or recent splits disqualify companies from getting further compliance periods.

Translation: Bollinger’s reverse stock split history prevents Bollinger from qualifying for any more compliance periods. If Bollinger doesn’t cure its MLVS deficiency before the current stay period, it may be the end of the road. The stock could be suspended or moved to the OTC immediately once the current stay period expires. 

Bollinger seems to acknowledge this hard truth in its press release from yesterday announcing the reverse split, stating that “this will be the last reverse stock split Bollinger Innovations initiates for the next three years.”

How Bollinger Investors Suffered

Had Bollinger’s stock price not dropped after each successive reverse split, investors would not have suffered at all, but, unfortunately, that wasn’t the case.  With each new reverse split, Bollinger’s stock price has seemed to drop at faster and faster rates, as is evidenced by the increasing frequency of the reverse splits over the past year.

As mentioned earlier, this was largely due to dilution. You don’t have to look back any further than the past four reverse splits, which occurred over the past 7 months, to get the picture of the massive amount of dilution Bollinger’s toxic dilutive debt instruments have caused. 

• On February 17, 2025, Bollinger had approximately 65,000,000 shares outstanding.
• The February 18, 2025, 1:60 reverse split reduced the share count to approximately 1,083,175 shares.
• By March 25, 2025, Bollinger had diluted the share count all the way back up to approximately 53,008,936 shares.
• The April 11, 2025, 1:100 reverse split reduced the share count to approximately 530,089 shares.
• By June 2, 2025, Bollinger had diluted the share count all the way back up to approximately 79,900,000 shares.
• The June 2, 2025, 1:100 reverse split reduced the share count to approximately 798,650 shares.
• By August 4, 2025, Bollinger had diluted the share count all the way back up to approximately 433,528,681 shares.
• The August 4, 2025, 1:250 reverse split reduced the share count to approximately 1,735,225 shares.
• By September 11, 2025, Bollinger had diluted the share count all the way back up to approximately 126,200,000 shares.
• The September 22, 2205, 1:250 reverse split will reduce the share count to approximately 505,000 shares.

Bollinger’s Stock Destruction Extravaganza

Here are some stats to put the staggering amount of share value that Bollinger has stripped from the retail market into perspective.  

• If you owned 84,375,000,000,000,000 shares before the May 4, 2023 reverse split and held your equity through the upcoming reverse split, you’d be down to just 1 share remaining.
• The closing price of Bollinger’s stock on May 3, 2023 (the day before the May 4, 2023 reverse split) was $0.086 (according to online sources).  That means your 84,375,000,000,000 shares, which would be reduced to only 1 share after September 22, 2025, would have cost you $7,256,250,000,000,000 if you had purchased them on May 3, 2025. That’s over 7 quadrillion dollars!
• Using the current share price of $.05 as of the writing of this article, Bollinger has made quadrillions of dollars of shareholder value disappear since May 3, 2023. 

And it’s not just investors from before the first reverse split in May 2023 that have suffered unfathomable losses. If you bought shares just 7 months ago, the losses are still extraordinary. 

• If you owned 625,000,000 shares on February 17, 2025 (just seven months ago) and held them all this time, you’d be down to 1 share on September 22, 2025.
• Those 625,000,000 shares would have cost approximately $93,750,000 if you purchased them on February 14, 2025 (the last trading day before the February 18, 2025 reverse split). That means an investment loss of over $93 million in just 7 months!

The absurdity factor is outstanding:

• Needing to own 84 quadrillion shares to survive nine splits. 
• Losing 99.99999% of your investment. 
• Watching quadrillions of dollars in shareholder value vanish. 

Bollinger is like the Penn and Teller, David Blaine, or David Copperfield of the stock market.

I mean, when a company does this much damage to its shareholders, does it really matter what the company does for its business model?  

Final Thoughts

If nothing else, Bollinger Innovations has shown the world what reverse splits can really do: they don’t just consolidate shares — they consolidate dreams, ambitions, and dollar signs into… well, almost nothing.  

Next time a stock promoter or company claims, “The reverse split will add value and make the stock more attractive,” just remember Bollinger — the ultimate cautionary tale of how reverse splits can make shareholder value magically disappear. 

If you have questions about this blog post or would like to speak with a Securities Attorney, Hamilton & Associates Law Group, P.A. is ready to help. Our Founder, Brenda Hamilton, is a nationally known and recognized securities attorney with over two decades of experience assisting issuers worldwide with going public on the Nasdaq, NYSE, and OTC Markets. Since 1998, Ms. Hamilton has been a leading voice in corporate and securities law, representing both domestic and international clients across diverse industries and jurisdictions. Whether you are taking your company public, raising capital, navigating regulatory challenges, or entering new markets, Brenda Hamilton and her team deliver the experience, strategic insight, and results-driven representation you need to succeed.

To speak with a Securities Attorney, please contact Brenda Hamilton at 200 E Palmetto Rd, Suite 103, Boca Raton, Florida, (561) 416-8956, or by email at [email protected].

Hamilton & Associates | Securities Attorneys
Brenda Hamilton, Securities Attorney
200 E Palmetto Rd, Suite 103
Boca Raton, Florida 33432
Telephone: (561) 416-8956
Facsimile: (561) 416-2855
www.SecuritiesLawyer101.com