Interpace Biosciences, Inc. (NASDAQ: IDXG) (“Interpace” or the
“Company”), a leader in enabling personalized medicine, today
announced that on February 16, 2020 it had received notification
from the Listing Qualifications Staff (the “Staff”) of The Nasdaq
Stock Market LLC (“Nasdaq”) that the Staff has determined to delist
the Company’s securities from Nasdaq. This determination was due to
the Company’s extended period of non-compliance with the minimum
$2,500,000 stockholders’ equity requirement for continued listing
set forth in listing Rule 5550(b) and the Company’s failure to
timely execute on its plan to comply. Unless the Company requests
an appeal of this determination, trading of the Company’s common
stock will be suspended at the opening of business on February 25,
2021. The Company has applied to have its common stock qualified to
trade on the OTCQX® Best Market (“OTCQX”).
The Staff reached its decision to delist the
Company’s common stock based upon the Company’s continued
non-compliance with Nasdaq Listing Rules as follows:
On October 21, 2020, Staff notified the Company
that it did not comply with the minimum $2,500,000 stockholders’
equity requirement for continued listing set forth in Nasdaq
Listing Rule 5550(b) (the “Rule”). According to the Form 10-Q for
the period ended June 30, 2020 (the “Form 10-Q”), the Company’s
stockholders’ equity was $1,693,000. In addition, the Company did
not meet any of the alternatives under the Rule.
Up until the filing of the Form 10-Q for the
period ended June 30, 2020, the Company reported a compliant
stockholders’ equity number in its periodic reports. However, on
January 19, 2021, the Company filed the Forms 10-Q/A for the
periods ended March 31, 2020 and June 30, 2020 and Form 10-K/A for
the fiscal year ended December 31, 2019. According to the amended
filings, the Company reported stockholders’ deficit of
approximately ($10.9) million and ($16.1) million for the periods
ended March 31, 2020 and June 30, 2020 respectively. Additionally,
the Company reported stockholders’ deficit of approximately ($4.5)
million for the fiscal year ended December 31, 2019. As a result,
Nasdaq determined that the Company has failed to comply with the
continued listing requirements for approximately one year.
The Company submitted a plan of compliance to
regain compliance with the Rule but was not in a position to
complete execution of such plan by February 15, 2021.
The Company is determining whether to appeal the
determination. In the absence of such appeal trading of the
Company’s common stock on NASDAQ will be suspended at the opening
of business on February 25, 2021, and a Form 25-NSE will be filed
with the Securities and Exchange Commission (the “SEC”), which will
remove the Company’s securities from listing and registration on
Nasdaq.
About Interpace Biosciences
Interpace Biosciences is an emerging leader in
enabling personalized medicine, offering specialized services along
the therapeutic value chain from early diagnosis and prognostic
planning to targeted therapeutic applications.
Clinical services, through Interpace
Diagnostics, provides clinically useful molecular diagnostic tests,
bioinformatics, and pathology services for evaluating risk of
cancer by leveraging the latest technology in personalized medicine
for improved patient diagnosis and management. Interpace has four
commercialized molecular tests and one test in a clinical
evaluation process (CEP): PancraGEN® for the diagnosis and
prognosis of pancreatic cancer from pancreatic cysts;
ThyGeNEXT® for the diagnosis of thyroid cancer from thyroid
nodules utilizing a next generation sequencing assay;
ThyraMIR® for the diagnosis of thyroid cancer from thyroid
nodules utilizing a proprietary gene expression assay; and
RespriDX® that differentiates lung cancer of primary versus
metastatic origin. In addition, BarreGEN®, a molecular based assay
that helps resolve the risk of progression of Barrett’s Esophagus
to esophageal cancer, is currently in a clinical evaluation program
(CEP) whereby we gather information from physicians using
BarreGEN® to assist us in gathering clinical evidence relative
to the safety and performance of the test and also providing data
that will potentially support payer reimbursement.
Pharma services, through Interpace Pharma
Solutions, provides pharmacogenomics testing, genotyping,
biorepository, and other customized services to the pharmaceutical
and biotech industries. Pharma services also advances personalized
medicine by partnering with pharmaceutical, academic, and
technology leaders to effectively integrate pharmacogenomics into
their drug development and clinical trial programs with the goals
of delivering safer, more effective drugs to market more quickly,
while also improving patient care.
For more information, please visit Interpace
Biosciences’ website at www.interpace.com.
Forward-looking Statements
This press release contains forward-looking
statements within the meaning of Section 27A of the Securities Act
of 1933, Section 21E of the Securities Exchange Act of 1934 and the
Private Securities Litigation Reform Act of 1995, relating to the
Company’s future financial and operating performance. The Company
has attempted to identify forward looking statements by terminology
including “believes,” “estimates,” “anticipates,” “expects,”
“plans,” “projects,” “intends,” “potential,” “may,” “could,”
“might,” “will,” “should,” “approximately” or other words that
convey uncertainty of future events or outcomes to identify these
forward-looking statements. These statements are based on current
expectations, assumptions and uncertainties involving judgments
about, among other things, future economic, competitive and market
conditions and future business decisions, all of which are
difficult or impossible to predict accurately and many of which are
beyond the Company’s control. These statements also involve known
and unknown risks, uncertainties and other factors that may cause
the Company’s actual results to be materially different from those
expressed or implied by any forward-looking statements including,
but not limited to, the Company’s ability to maintain its Nasdaq
listing should it appeal the Nasdaq Staff’s delisting decision, the
Company’s ability to successfully qualify to trade its common stock
on the OTCQX Best Market, the Company’s ability to achieve
projected cost savings and to successfully enact corporate
reprioritization measures, the adverse impact of the COVID-19
pandemic on the Company’s operations and revenues, the substantial
doubt about the Company’s ability to continue as a going concern,
the Company’s history of operating losses, the Company’s ability to
adequately finance its business, the Company’s ability to repay its
$5M secured bridge loan, the Company’s dependence on sales and
reimbursements from its clinical services, the Company’s ability to
retain or secure reimbursement including its reliance on third
parties to process and transmit claims to payers and the adverse
impact of any delay, data loss, or other disruption in processing
or transmitting such claims, the Company’s revenue recognition
being based in part on estimates for future collections which
estimates may prove to be incorrect, and the Company’s ability to
remediate material weaknesses in internal controls. Additionally,
all forward-looking statements are subject to the “Risk Factors”
detailed from time to time in the Company’s most recent Annual
Report on Form 10-K filed on April 22, 2020, as amended on May 29,
2020 and January 19, 2021, Current Reports on Form 8-K and
Quarterly Reports on Form 10-Q and amendments thereto. Because of
these and other risks, uncertainties and assumptions, undue
reliance should not be placed on these forward-looking statements.
In addition, these statements speak only as of the date of this
press release and, except as may be required by law, the Company
undertakes no obligation to revise or update publicly any
forward-looking statements for any reason.
Contacts: Investor Relations Edison Group
Joseph Green/Megan Paul (646) 653-7030/7034
jgreen@edisongroup.com/mpaul@edisongroup.com
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