お知らせ • Dec 23
Nasdaq Determines to Delist Conduit Pharmaceuticals Securities Effective Dec 27
The Nasdaq Stock Market, LLC (Nasdaq") had previously notified Conduit Pharmaceuticals Inc. (the Company") on August 12, 2024, that the bid price of its listed securities had closed at less than $1.00 per share over the previous 30 consecutive business days, and, as a result, did not comply with Listing Rule 5450(a)(1) (the Rule"). In accordance with Listing Rule 5810(c)(3)(A), the Company was provided 180 calendar days, or until February 10, 2025, to regain compliance with the Rule. On December 17, 2024, Nasdaq issued a letter to the Company that as of December 17, 2024, it determined that the Company's securities had a closing bid price of $0.10 or less for ten consecutive trading days. Accordingly, the Company is subject to the provisions contemplated under Listing Rule 5810(c)(3)(A)(iii) (the Low Priced Stocks Rule" together with the Rule, the Rules"). As a result, unless the Company timely requests a hearing before the Nasdaq Hearings Panel (the Panel"), Nasdaq has determined to delist the Company's securities from The Nasdaq Stock Market on December 27, 2024. Accordingly, the Company intends to timely request a hearing and therefore expects to be scheduled for a hearing before the Panel, and any delisting action by Nasdaq will be stayed pending the issuance of the Panel's decision following the hearing and the expiration of any extension period that may be granted by the Panel. At the hearing, the Company will present its plan to evidence compliance with the Rules and request an extension of time within which to do so. On December 18, 2024, at the Company's 2024 annual meeting of stockholders (the Annual Meeting"), the Company's stockholders approved an amendment to the Company's Second Amended and Restated Certificate of Incorporation to effect a reverse stock split of the Company's issued shares of common stock at a ratio within the range of not less than 1-for-10 and not greater than 1-for-100, with the exact ratio within such range to be determined at the sole discretion of the Company's Board of Directors. The Company may implement such reverse stock split to attempt to regain compliance with the Low Priced Stocks Rule. There are no assurances that a hearing will occur or that a favorable decision will be obtained from the Panel if a hearing is held. The Company's common stock and redeemable warrants will continue to trade on The Nasdaq Global Market and The Nasdaq Capital Market, respectively, under the symbols CDT" and CDTTW," respectively, subject to the Company's other ongoing listing deficiencies and pending the ultimate conclusion of the hearing process. In addition, upon the conclusion of the Annual Meeting, and all as previously disclosed in Item 5.02 of the Current Report on Form 8-K filed on November 19, 2024, the prior appointment of Simon Fry as a director and a member of the Audit Committee and the Compensation Committee became effective on December 18, 2024. As a result, on December 20, 2024, the Company was notified by Nasdaq that it had regained compliance with the audit committee continued listing requirements set forth in Listing Rule 5605(c)(2) that the Company had previously reported on a Current Report on Form 8-K filed on May 31, 2024 that it had not been in compliance with such rule. Mr. Fry will participate in the Company's non-employee director compensation program, as previously disclosed, except that his Initial Award", as defined therein, was in the form of a stock option to purchase 420,000 shares of the Company's common stock and was granted on December 18, 2024, at the conclusion of the Annual Meeting.