Targeted Genetics Announces Decision to Delist and Deregister Its Common Stock
13 1월 2010 - 8:00PM
Business Wire
Targeted Genetics Corporation (NASDAQ:TGEN) (the “Company”)
today announced that it has determined that the expense and
management attention required for NASDAQ Capital Market and
Securities and Exchange Commission (“SEC”) compliance outweigh the
benefits for the Company and its shareholders at this time. The
Company believes that its limited resources may be more
productively utilized to support continued efforts to monetize
certain assets, to realize value from milestone and royalty
licensing relationships, and to support product development
programs currently underway with commercial and academic
partners.
On January 13, 2010, the Company informed The NASDAQ Stock
Market (“NASDAQ”) of its decision not to pursue a reverse stock
split as a means to regain compliance with the NASDAQ’s $1.00 per
share minimum bid price requirement. As a result, the Company
anticipates that the NASDAQ Hearings Panel will issue a final
determination to delist its common stock and NASDAQ will suspend
trading of Targeted Genetics stock on January 15, 2010. The Company
expects that NASDAQ will file a notification of removal from
listing on Form 25 with the SEC on or shortly after January 22,
2010, with the delisting of the Company’s common stock effective 10
days after the filing of the Form 25, or on or about February 1,
2010. Following the delisting, Targeted Genetics anticipates that
its common stock will be quoted on the Pink Sheets, a centralized
electronic quotation service for over-the-counter securities.
However, the Company can give no assurance that trading in its
stock will continue on the Pink Sheets or on any other securities
exchange or quotation medium.
After the Form 25 is effective, which is currently expected to
be on or about February 1, 2010, the Company also intends to file a
Form 15 with the SEC to voluntarily deregister its common stock and
to immediately suspend certain reporting obligations under the
Securities Exchange Act of 1934, as amended (the “Exchange Act”).
The Form 15 is expected to be made effective by the SEC within 90
days of filing. Thereafter, the Company intends to communicate with
its shareholders through its website and periodic press
releases.
As previously announced, the Company was not in compliance with
the NASDAQ Listing Rules which required that the Company evidence
shareholders’ equity of at least $2.5 million and a minimum closing
bid price of $1.00 per share. On September 28, 2009, NASDAQ granted
the Company’s request to remain listed on the NASDAQ Capital
Market, subject to regaining compliance with NASDAQ listing
requirements by evidencing shareholders' equity of $2.5 million on
or before January 19, 2010 and achieving a closing bid price of
$1.00 or more for a minimum of 10 consecutive trading days on or
before February 8, 2010, as well as maintaining compliance with all
other requirements for continued listing on the NASDAQ Capital
Market. In addition, the Company was obligated to inform the NASDAQ
Hearings Panel if the Company elected not to pursue a reverse stock
split as a means, if necessary, to enable the Company to regain
compliance with the $1.00 share price requirement. While the
Company achieved compliance with the shareholders’ equity
requirements as of September 30, 2009, it has not regained
compliance with the minimum closing bid price requirement.
Currently, the Company has six full-time-equivalent employees.
The Company plans to continue to reduce its personnel costs,
including the shift to part time status of its CEO and CFO and part
time utilization of a number of other professionals dependent on
expertise needed by the Company for different matters. The Company
estimates it finished 2009 with cash and cash equivalents of
approximately $4.5 million.
“During 2009 we generated significant cash resources and
eliminated significant liabilities through a number of transactions
while at the same time significantly reducing our expenses,” said
B.G. Susan Robinson, President and Chief Executive Officer of
Targeted Genetics Corporation. “We will continue these aggressive
efforts to conserve resources and embrace opportunity with the goal
of capturing the most value for our shareholders.”
About Targeted Genetics Corporation
Targeted Genetics Corporation is a biotechnology company
committed to the development and commercialization of innovative
therapies for the prevention and treatment of diseases with
significant unmet medical need. To learn more about Targeted
Genetics, visit its website at www.targetedgenetics.com.
CERTAIN FORWARD-LOOKING STATEMENTS AND FACTORS THAT MAY
AFFECT FUTURE RESULTS
This press release contains or may contain certain
forward-looking statements concerning the Company’s status as a
listed company on NASDAQ and a reporting company under the Exchange
Act and the rules and regulations promulgated thereunder, financial
position, results of operations, cash flows, business strategy,
budgets, projected costs and plans and objectives of management for
future operations as well as other statements including words such
as “anticipate,” “believe,” “plan,” “estimate,” “expect,” “intend,”
and other similar expressions. These forward-looking statements
involve significant risks and uncertainties. Although the Company
believes that the expectations reflected in such forward-looking
statements are based on reasonable assumptions, readers are
cautioned that no assurance can be given that such expectations
will prove correct and that actual results and developments may
differ materially from those conveyed in such forward-looking
statements. Factors that could cause actual results to differ
materially from the expectations reflected in the forward-looking
statements in this press release include, but are not limited to,
actions taken by NASDAQ and the Hearings Panel in response to our
written notifications to them regarding our stock listing, actions
taken by holders of our common stock in response to this
announcement and the anticipated filing of the Form 25 and Form 15,
the willingness of market makers to trade the Company’s common
stock on the Pink Sheets and actions taken by the SEC in response
to the anticipated filing of the Form 25 and the Form 15, as well
as those factors described in the Company’s filings with the SEC,
press releases and other communications.
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