BOSTON, July 11,
2022 /PRNewswire/ -- Stealth BioTherapeutics Corp
(Nasdaq:MITO), a clinical-stage biotechnology company focused on
the discovery, development, and commercialization of novel
therapies for diseases involving mitochondrial dysfunction,
announced that it received a letter from the Listing Qualifications
department of The Nasdaq Stock Market LLC ("Nasdaq") on
July 7, 2022 notifying the Company
that, based upon the Company's continued non-compliance with the
minimum bid price and market value of listed securities
requirements, as set forth in Nasdaq Listing Rules 5450(a)(1) and
5450(b)(2), the Company's securities would be delisted from Nasdaq
unless the Company timely requests a hearing before the Nasdaq
Hearings Panel (the "Panel").
Pursuant to the letter, unless the Company requests an appeal,
trading of the Company's American Depositary Shares will be
suspended at the opening of business on July
18, 2022, and a Form 25-NSE will be filed with the
Securities and Exchange Commission, which will remove the Company's
securities from listing and registration on The Nasdaq Stock
Market. The Company plans to timely request a hearing before the
Panel, which request will stay any further action by Nasdaq at
least until completion of the hearing process.
As previously reported, the Company received a preliminary
non-binding proposal letter dated June 24,
2022 from Morningside Venture (I) Investments Ltd. for
itself and on behalf of its affiliates ("Morningside") and J. Wood
Capital Advisors LLC to acquire all outstanding ordinary shares of
the Company not already beneficially owned by Morningside in a
going-private transaction (the "Proposed Transaction"). The
Special Committee of three independent directors of the Company's
Board of Directors has retained Houlihan Lokey Capital, Inc. as
financial advisor to assist the Special Committee in its review of
the Proposed Transaction and any alternative strategic transaction
involving the Company. No decisions have been made at
this time with respect to the Proposed Transaction. Depending
on the status of the Proposed Transaction, the Company may discuss
it with the Panel and request an extension of time to complete the
Proposed Transaction if necessary. The Company otherwise intends to
present to the Panel its plan to regain compliance with all
applicable listing criteria and request an extension of time to do
so.
About Stealth
We are a clinical-stage biotechnology company focused on the
discovery, development, and commercialization of novel therapies
for diseases involving mitochondrial dysfunction. Mitochondria,
found in nearly every cell in the body, are the body's main source
of energy production and are critical for normal organ function.
Dysfunctional mitochondria characterize a number of rare genetic
diseases and are involved in many common age-related diseases,
typically involving organ systems with high energy demands such as
the heart, the eye, and the brain. We believe our lead product
candidate, elamipretide, has the potential to treat both rare
metabolic cardiomyopathies, such as Barth syndrome, DMD and
Friedreich's ataxia, primary mitochondrial myopathy caused by
nuclear DNA mutations, as well as ophthalmic diseases entailing
mitochondrial dysfunction, such as dry age-related macular
degeneration and Leber's hereditary optic neuropathy. We are
evaluating our second-generation clinical-stage candidate, SBT-272,
and our new series of small molecules, SBT-550, for rare
neurological disease indications following promising preclinical
data. We have optimized our discovery platform to identify novel
mitochondria-targeted compounds which may be nominated as
therapeutic product candidates or utilized as mitochondria-targeted
vectors to deliver other compounds to mitochondria.
Forward-looking
Statements
This Report on Form 6-K contains forward-looking statements
within the meaning of The Private Securities Litigation Reform Act
of 1995. Such forward-looking statements include those regarding
Stealth BioTherapeutics' expectations for its continued listing on
Nasdaq and its interactions with Nasdaq, including its intent to
appeal the letter. Statements that are not historical facts,
including statements about Stealth BioTherapeutics' beliefs, plans
and expectations, are forward-looking statements. The words
"anticipate," "expect," "hope," "plan," "potential," "possible,"
"will," "believe," "estimate," "intend," "may," "predict,"
"project," "would" and similar expressions are intended to identify
forward-looking statements, although not all forward-looking
statements contain these identifying words. Stealth BioTherapeutics
may not actually achieve the plans, intentions or expectations
disclosed in these forward-looking statements, and you should not
place undue reliance on these forward-looking statements. Actual
results or events could differ materially from the plans,
intentions and expectations disclosed in the forward-looking
statements as a result of known and unknown risks, uncertainties
and other important factors, including: Stealth BioTherapeutics'
ability to obtain additional funding and to continue as a going
concern; the impact of the COVID-19 pandemic; the ability to
successfully demonstrate the efficacy and safety of Stealth
BioTherapeutics' product candidates and future product candidates;
the preclinical and clinical results for Stealth BioTherapeutics'
product candidates, which may not support further development and
marketing approval; the potential advantages of Stealth
BioTherapeutics' product candidates; the content and timing of
decisions made by the U.S. Food and Drug Administration or other
regulatory authorities, investigational review boards at clinical
trial sites and publication review bodies, which may affect the
initiation, timing and progress of preclinical studies and clinical
trials of Stealth BioTherapeutics product candidates; Stealth
BioTherapeutics' ability to obtain and maintain requisite
regulatory approvals and to enroll patients in its planned clinical
trials; unplanned cash requirements and expenditures; competitive
factors; Stealth BioTherapeutics' ability to obtain, maintain and
enforce patent and other intellectual property protection for any
product candidates it is developing; and general economic and
market conditions. These and other risks are described in greater
detail under the caption "Risk Factors" included in Stealth
BioTherapeutics' most recent Annual Report on Form 20-F filed with
the Securities and Exchange Commission ("SEC"), as well as in any
future filings with the SEC. Forward-looking statements represent
management's current expectations and are inherently uncertain.
Except as required by law, Stealth BioTherapeutics does not
undertake any obligation to update forward-looking statements made
by us to reflect subsequent events or circumstances.
Investor Relations
Kendall Investor Relations
Adam Bero, Ph.D.
abero@kendallir.com
IR@StealthBT.com
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SOURCE Stealth BioTherapeutics Inc.