Celyad Oncology Announces Receipt of Nasdaq Delisting Notice
May 15 2023 - 4:01PM
Business Wire
Regulatory News:
Celyad Oncology (Euronext & Nasdaq: CYAD) (the “Company”),
is a biotechnology company focused on innovative technologies for
chimeric antigen receptor (CAR) T-cell therapies.
The Company had previously announced on April 4th, 2023, that
The Nasdaq Stock Market (“Nasdaq”) notified the Company on March
31st, 2023 that it failed to maintain the continued listing
requirement under Nasdaq Listing Rule 5450(b)(1)(A) for the Nasdaq
Global Market, which requires that a listed company’s stockholders’
equity be at least $10.0 million. Further, on April 19th, 2023, as
announced by the Company on April 24th, 2023, the Company received
a notice from Nasdaq informing the Company that the minimum closing
bid price per share of its American Depositary Shares representing
ordinary shares (“ADSs”) was below $1.00 for a period of 30
consecutive business days and that the Company did not meet the
minimum bid price requirement set forth in Nasdaq Listing Rule
5450(a)(1). On May 5th, 2023, the Company announced that its Board
of Directors approved the voluntary delisting of its ADSs from the
Nasdaq Global Market.
On May 10th, 2023, the Company received a notification letter
from Nasdaq (the “Notice”), advising the Company that its ADSs are
scheduled for delisting from The Nasdaq Global Market and will be
suspended at the opening of U.S. business on May 19th, 2023. The
Notice stated that Nasdaq has determined that the Company did not
provide a definitive plan evidencing its ability to achieve near
term compliance with the continued listing requirements or sustain
such compliance over an extended period of time. The Company does
not intend to appeal Nasdaq’s determination and, therefore, it is
expected that the Company’s ADSs will be delisted from the Nasdaq
Global Market on May 19th, 2023. A Form 25-NSE will be filed with
the U.S. Securities and Exchange Commission (the “SEC”), which will
remove the Company’s ADSs from listing on Nasdaq. The Company will
continue to be listed on Euronext Brussels. Whether or not the
Company’s ADSs will be traded on the over-the-counter market
thereafter will depend on the actions of shareholders and
independent third parties, without the Company’s involvement.
The Company’s reporting obligations under applicable U.S.
federal securities laws are expected to continue after the
delisting from the Nasdaq Global Market.
Additional Information for ADS
Holders
On May 5th, 2023, the Company announced that the Board of
Directors approved the termination of its American Depositary
Receipt (“ADR”) facility and that it will instruct Citibank, N.A.,
as depositary, to issue the notice of termination of its ADR
facility to holders of ADSs according to the requirements under the
depositary agreement. At this time, such notice has not been issued
and the Company’s ADR facility remains in place until further
notice. The Company intends to release further information on its
ADR facility at a later date.
The Company reserves the right, for any reason, to otherwise
change its plans in respect of termination of the ADR facility in
any way.
About Celyad Oncology
Celyad Oncology is a biotechnology company focused on innovative
technologies chimeric antigen receptor (CAR) T-cell therapies. The
Company is focusing on opportunities to fully harness the true
potential of its proprietary technology platforms and intellectual
property and support the development of next-generation CAR T
candidates in solid tumors and hematological malignancies. Celyad
Oncology is based in Mont-Saint-Guibert, Belgium and New York, NY.
For more information, please visit www.celyad.com.
Forward-looking statements
This release may contain forward-looking statements, within the
meaning of applicable securities laws, including the Private
Securities Litigation Reform Act of 1995, as amended, including,
without limitation, statements regarding beliefs about and
expectations for the Company’s updated strategic business model,
including associated potential benefits, transactions and
partnerships, statements regarding the potential value of the
Company’s IP, and statements regarding the delisting from Nasdaq.
The words “will,” “believe,” “potential,” “continue,” “target,”
“project,” “should” and similar expressions are intended to
identify forward-looking statements, although not all
forward-looking statements contain these identifying words. Any
forward-looking statements in this release are based on
management’s current expectations and beliefs and are subject to a
number of known and unknown risks, uncertainties and important
factors which might cause actual events, results, financial
condition, performance or achievements of Celyad Oncology to differ
materially from those expressed or implied by such forward-looking
statements. Such risks and uncertainties include, without
limitation, risks related to the material uncertainty about the
Company’s ability to continue as a going concern; the Company’s
ability to realize the expected benefits of its updated strategic
business model; the Company’s ability to develop its IP assets and
enter into partnerships with outside parties; the Company’s ability
to enforce its patents and other IP rights; the possibility that
the Company may infringe on the patents or IP rights of others and
be required to defend against patent or other IP rights suits; the
possibility that the Company may not successfully defend itself
against claims of patent infringement or other IP rights suits,
which could result in substantial claims for damages against the
Company; the possibility that the Company may become involved in
lawsuits to protect or enforce its patents, which could be
expensive, time-consuming, and unsuccessful; the Company’s ability
to protect its IP rights throughout the world; the potential for
patents held by the Company to be found invalid or unenforceable;
and other risks identified in Celyad Oncology’s U.S. Securities and
Exchange Commission (SEC) filings and reports, including in the
latest Annual Report on Form 20-F filed with the SEC and subsequent
filings and reports by Celyad Oncology. These forward-looking
statements speak only as of the date of publication of this
document and Celyad Oncology’s actual results may differ materially
from those expressed or implied by these forward-looking
statements. Celyad Oncology expressly disclaims any obligation to
update any such forward-looking statements in this document to
reflect any change in its expectations with regard thereto or any
change in events, conditions or circumstances on which any such
statement is based, unless required by law or regulation.
Source: Celyad Oncology SA
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version on businesswire.com: https://www.businesswire.com/news/home/20230515005406/en/
Celyad Oncology Contacts:
Investor Contact: David Georges VP Finance and
Administration investors@celyad.com
Media Contact: Caroline Lonez R&D Communications and
Business Development communications@celyad.com
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