Motif Bio PLC Voluntary Delisting from the Nasdaq Capital Market (6122U)
26 Novembre 2019 - 8:01AM
UK Regulatory
TIDMMTFB
RNS Number : 6122U
Motif Bio PLC
26 November 2019
26 November 2019
Motif Bio plc
("Motif Bio" or the "Company")
Motif Bio plc Announces Voluntary Delisting from the Nasdaq
Capital Market
Motif Bio plc (AIM/Nasdaq: MTFB) announces that formal notice
was given by the Company to Nasdaq on November 25, 2019 of the
intention to voluntarily delist the Company's American Depository
Shares (ADSs) and listed warrants from the Nasdaq Capital Market.
The Company currently anticipates that it will file with the
Securities and Exchange Commission (the "SEC") a Form 25,
Notification of Removal of Listing and/or Registration Under
Section 12(b) the Exchange Act, relating to the delisting and
deregistration on or about December 5, 2019, with the delisting of
its ADSs and warrants taking effect no earlier than ten days
thereafter. As a result, the Company expects that the last trading
day of its ADSs and warrants on the Nasdaq Capital Market will be
on or about December 16, 2019.
After review and careful consideration of the administrative
burden and costs and benefits of being a Nasdaq-listed, reporting
company, as well as the uncertainties of the Company being able to
re-gain and maintain compliance with the Nasdaq requirements for
continued listing, the Company has made the decision to voluntarily
delist its ADSs and warrants from the Nasdaq Capital Market. The
savings derived from this delisting are expected to be
material.
Further, in the 1st quarter of 2020, the Company is expected to
file a Form 15 with the SEC to suspend the Company's reporting
obligations under Section 15(d) of the Exchange Act (dependent on
it qualifying to do so).
On July 19, the Company announced that it has received a
deficiency notice from Nasdaq indicating that the Company is
currently not in compliance with the minimum Market Value of Listed
Securities (MVLS) standard for continued listing on the Nasdaq
Capital Market as set forth in Nasdaq Marketplace Rule 5550(b)(2),
which requires the Company to have a minimum MVLS of US$35 million
for at least 30 consecutive business days. Per Nasdaq's
regulations, Motif Bio has until January 14, 2020, or 180 calendar
days from the date of the notice, to regain compliance with the
exchange's continued listing standard regarding the minimum
MVLS.
On July 26, the Company had announced that it has received a
deficiency notice from Nasdaq indicating that, based upon a review
of Motif Bio's trading for the last 30 consecutive business days,
the Company no longer meets the minimum bid price rule for
continued listing on the Nasdaq Capital Market. Nasdaq Marketplace
Rule 5550(a)(2) requires Nasdaq-traded American Depositary Shares
(ADSs) to have a minimum bid price of US$1.00. Per Nasdaq's
regulations, Motif Bio has until January 21, 2020, or 180 calendar
days from the date of the notice, to regain compliance with the
exchange's continued listing standard regarding the minimum
MVLS.
The Company also expects to notice Bank of New York that it is
terminating its Depositary Agreement for the American Depository
Shares and the Warrant Agent agreement for the listed warrants
shortly and will provide additional information when that
occurs.
Motif will remain listed on the AIM Market of the London Stock
Exchange. Following the General Meeting on 14 November 2019 the
Company is accelerating the wind down or disposal of Motif Inc,
following which it will be re-classified as an AIM Rule 15 cash
shell.
This announcement contains inside information for the purposes
of Article 7 of Regulation (EU) 596/2014.
For further information please contact:
Motif Bio plc ir@motifbio.com
Graham Lumsden (Chief Executive Officer)
SP Angel Corporate Finance LLP (NOMAD
& BROKER) +44 (0)20 3470 0470
David Hignell/Caroline Rowe (Corporate
Finance)
Vadim Alexandre/Abigail Wayne (Sales
& Broking)
Walbrook PR Ltd. (UK FINANCIAL PR
& IR) +44 (0)20 7933 8780
Paul McManus/Lianne Cawthorne motifbio@walbrookpr.com
MC Services AG (EUROPEAN IR) +49 (0)89 210 2280
Raimund Gabriel raimund.gabriel@mc-services.eu
Forward-Looking Statements
When used in this Press Release, the words or phrases "intends,"
"anticipates," "expected to be" or similar expressions are intended
to identify "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. Such statements
are subject to certain risks and uncertainties including, but not
limited to, changes in economic conditions in the Company's market
area, changes in policies by regulatory agencies, fluctuations in
interest rates, competition that could cause actual results to
differ materially from historical earnings and those presently
anticipated or projected, and other risks described in the
Company's filings with the Securities and Exchange Commission. The
Company cautions readers not to place undue reliance on any such
forward-looking statements, which speak only as of the date made.
The Company advises readers that the factors listed above could
affect the Company's financial performance and could cause the
Company's actual results for future periods to differ materially
from any opinions or statements expressed with respect to future
periods in any current statements. The Company does not undertake,
and specifically disclaims any obligation, to publicly release the
result of any revision which may be made to any forward-looking
statements to reflect events or circumstances after the date of
such statements or to reflect the occurrence of anticipated or
unanticipated events.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
MSCFEUEFIFUSEIF
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November 26, 2019 02:01 ET (07:01 GMT)
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