Point Therapeutics Receives Additional Notice of Non-Compliance from NASDAQ
10 Januar 2008 - 2:00PM
Business Wire
Point Therapeutics, Inc. (NASDAQ: POTP) announced today that, as
anticipated, Point received an additional notice of non-compliance
from the staff of the Listing Qualifications Department of The
NASDAQ Stock Market LLC. The notice was based upon Point�s failure
to solicit proxies and hold an annual meeting of stockholders prior
to December 31, 2007, as required by NASDAQ Marketplace Rules
4350(g) and 4350(e), respectively. The notice was issued in
accordance with NASDAQ rules and procedures and notwithstanding the
recent decision of the NASDAQ Listing Qualifications Panel (the
�Panel�) which granted Point�s request for continued listing on
NASDAQ, pending completion of its proposed merger with DARA
BioSciences, Inc. (�DARA�) on or before January 30, 2008. As
announced on December 27, 2007, Point has scheduled a meeting of
stockholders for January 29, 2008 to consider various proposals,
including the proposed merger between a subsidiary of Point and
DARA. The Point stockholders meeting is designated an annual
meeting and will include the election of new directors to take
effect upon consummation of the merger with DARA. Point has already
mailed the proxy for the annual meeting to its stockholders. NASDAQ
has invited Point to make an additional submission to the Panel by
January 11, 2008 regarding the notice of additional deficiency, and
Point intends to provide the Panel with such a submission on a
timely basis. As announced by Point on December 17, 2007, the Panel
granted Point�s earlier request for continued listing of its
securities on the NASDAQ Capital Market, subject to satisfaction of
certain conditions by January 30, 2008, including completion of the
merger with DARA and approval of a NASDAQ initial listing
application filed by Point and DARA on October 26, 2007. Point
intends to request that the Panel allow continued listing of its
securities, subject to satisfaction by January 30, 2008 of the
previously-imposed conditions. About DARA BioSciences, Inc.: DARA
BioSciences, Inc. is a Raleigh, North Carolina-based
development-stage pharmaceutical company that acquires promising
therapeutic molecules and medical technologies. DARA focuses its
therapeutic development efforts on small molecules from late
preclinical development through phase 2 clinical trials. DARA is
developing a portfolio of therapeutic candidates for neuropathic
pain, metabolic diseases including Type 2 diabetes, and
dermatological disorders. About Point Therapeutics, Inc.: Point
Therapeutics, Inc. is a biopharmaceutical company which has studied
its lead product candidate, talabostat, in a number of human
clinical trials in late-stage cancers. In May 2007, interim
clinical results caused Point's Independent Data Monitoring
Committee to recommend stopping Point's two Phase 3 talabostat
studies for patients in advanced non-small cell lung cancer.
Subsequently, the talabostat clinical development program was put
on clinical hold by the U.S. Food and Drug Administration. Point
has also studied talabostat in several Phase 2 trials, including as
a single-agent and in combination with cisplatin in metastatic
melanoma, in combination with rituximab in advanced chronic
lymphocytic leukemia, in combination with gemcitabine in Stage IV
pancreatic cancer, and in combination with docetaxel in non-small
cell lung cancer. Due to cash limitations, Point is not currently
funding any internal research or clinical operations. FORWARD
LOOKING STATEMENTS: This press release contains forward-looking
statements, including statements regarding the timing of the
meeting of Point�s stockholders, closing of the merger, and NASDAQ
submissions that involve known and unknown risks, uncertainties and
other factors that may cause actual outcomes to differ materially
from outcomes expressed or implied by this press release. Such risk
factors include, among others, that the matters submitted for
stockholder approval at the meetings of stockholders may not be
approved and that the Panel may deny Point�s request for continued
listing of its securities. Actual results may differ materially
from those contained in the forward-looking statements in this
press release. Additional information concerning these and other
risk factors is contained in the Risk Factors sections of the Form
S-4 filed with the Securities and Exchange Commission on December
17, 2007, and from time to time in Point's other reports filed with
the Securities and Exchange Commission. Additional Information and
Where to Find It On October 9, 2007, Point entered into a
definitive agreement to merge with DARA. Pursuant to the merger
agreement, DARA will merge with DP Acquisition Corp., a
newly-formed subsidiary of Point, with DARA surviving as a
wholly-owned subsidiary of Point. After giving effect to the
merger, DARA stockholders will hold 96.4% of the combined company�s
outstanding shares of common stock on a fully-diluted basis, and
Point will change its name to DARA BioSciences, Inc. and be based
in Raleigh, North Carolina. For information regarding the proposed
merger, please refer to the registration statement on Form S-4,
which contains a joint proxy statement/prospectus and other
relevant materials, filed by Point with the Securities and Exchange
Commission on December 17, 2007. INVESTORS AND SECURITY HOLDERS OF
POINT AND DARA ARE URGED TO READ THE JOINT PROXY
STATEMENT/PROSPECTUS AND THE OTHER RELEVANT MATERIALS BECAUSE THEY
CONTAIN IMPORTANT INFORMATION ABOUT DARA, POINT AND THE MERGER. The
joint proxy statement/prospectus and other relevant materials and
any other documents filed by Point with the SEC, may be obtained
free of charge at the SEC�s web site at www.sec.gov. In addition,
investors and security holders may obtain free copies of the
documents filed with the SEC by Point by directing a request to:
Point Therapeutics, Inc., 70 Walnut Street, Wellesley Hills, MA
02481, Attention: Investor Relations. Point and its executive
officers and directors may be deemed to be participants in the
solicitation of proxies from the stockholders of Point in favor of
the merger. Investors and stockholders may obtain detailed
information regarding the direct and indirect interests of DARA,
Point and their respective executive officers and directors in the
merger by reading the joint proxy statement/prospectus regarding
the merger.
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