Antibe Therapeutics to Complete Share Consolidation in Preparation for Potential NASDAQ Listing
November 17 2020 - 7:00AM
Business Wire
Antibe Therapeutics Inc (TSX: ATE, OTCQB: ATBPF), a clinical
stage company leveraging its unique hydrogen sulfide platform to
develop safer medicines for pain and inflammation, today announced
that it intends to complete a consolidation of its issued and
outstanding common shares (“Common Shares”) on the basis of one (1)
new Common Share for every ten (10) Common Shares presently issued
and outstanding (“Consolidation”). Completion of the Consolidation
remains subject to the approval of the Toronto Stock Exchange
(“TSX”) and is expected take effect on or about December 1,
2020.
At the Annual and Special Meeting of Shareholders held on August
20, 2020, Antibe’s shareholders re-approved a special resolution
authorizing the Board of Directors of the Company to effect the
Consolidation to better prepare it for a possible future listing on
the NASDAQ or other senior US stock exchange. The Company believes
the Consolidation and such a listing would enable Antibe to further
broaden its investor base and increase liquidity.
Upon receipt of TSX approval of the Consolidation, Antibe will
provide additional details regarding a new CUSIP number for its
Common Shares to distinguish between the pre- and post-consolidated
Common Shares. The Company’s name and trading symbol will remain
unchanged. If, as a result of the Consolidation, a shareholder
becomes entitled to a fractional share, each fractional Common
Share that is at least 0.5 of a Common Share will be rounded up to
the nearest whole Common Share and each fractional Common Share
that is less than 0.5 of a Common Share will be rounded down to the
nearest whole Common Share, provided that each shareholder shall
receive at least one (1) Common Share post Consolidation. Following
the completion of the Consolidation, the Company will have
approximately 38,678,280 Common Shares issued and outstanding.
Warrants issued by Antibe will also be adjusted proportionately
in response to the Consolidation. On the effective date of the
Consolidation, the exercise of ten (10) Warrants will be required
to purchase one (1) post-Consolidation Common Share. The exercise
price of the Warrants will be adjusted as of the effective date of
the Consolidation as set out in the warrant indentures governing
the terms of the Warrants.
Antibe’s transfer agent, Computershare Investor Services
(“Computershare”), will act as the exchange agent for the
Consolidation. On the effective date of the Consolidation,
Computershare will send instructions (i.e. a Letter of Transmittal)
to shareholders who hold the Company’s stock certificates regarding
the exchange of old certificates for new certificates, should they
wish to do so. Until surrendered, each stock certificate
representing pre-Consolidation Common Shares will be deemed for all
purposes to represent the number of whole post-Consolidation Common
Shares to which the shareholder is entitled as a result of the
Consolidation.
Shareholders who hold their Common Shares in brokerage accounts
or “street name” are not required to take any action to effect the
exchange of their Common Shares.
About Antibe Therapeutics Inc.
Antibe is leveraging its proprietary hydrogen sulfide platform
to develop next-generation, safer nonsteroidal anti-inflammatory
drugs (“NSAIDs”) for pain and inflammation arising from a wide
range of medical conditions. Antibe is developing three assets that
seek to overcome the gastrointestinal (“GI”) ulcers and bleeding
associated with NSAIDs. Antibe’s lead drug, otenaproxesul
(ATB-346), is entering Phase III for osteoarthritis pain.
Additional assets under development include a safer alternative to
opioids for peri-operative pain, and a GI-safe alternative to
low-dose aspirin. Learn more at antibethera.com.
Forward Looking Information
This news release includes certain forward-looking statements
under applicable securities laws, which include, but are not
limited to, statements about the potential for the US listing, the
consolidation of the Company’s shares, and the potential to further
broaden the Company’s investor base and gain increased liquidity
with respect to the Common Shares with a US listing. Any statements
contained herein that are not statements of historical facts may be
deemed to be forward-looking, including those identified by the
expressions "will", "anticipate", "believe", "plan", "estimate",
"expect", "intend", "propose", “look forward” and similar wording.
Forward-looking statements involve known and unknown risks and
uncertainties that could cause actual results, performance, or
achievements to differ materially from those expressed or implied
in this news release. Factors that could cause actual results to
differ materially from those anticipated in this news release
include, but are not limited to, the Company’s ability to meet all
of the quantitative and qualitative listing criteria to list the
Common Shares on a US securities exchange; the Company’s ability to
satisfy the conditions for a share consolidation; the Company’s
ability to broaden its investor base and increase the liquidity of
the Common Shares with the US listing; the Company’s ability to
execute its business strategy and successfully compete in the
market, and the other risks identified in the Company’s public
filings made in Canada. The Company assumes no obligation to update
the forward-looking statements or to update the reasons why actual
results could differ from those reflected in the forward-looking
statements except as required by applicable law.
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version on businesswire.com: https://www.businesswire.com/news/home/20201117005512/en/
Antibe Therapeutics Inc. Christina Cameron VP Investor Relations
+1 416-922-3460 christina@antibethera.com
Stern Investor Relations Courtney Turiano +1 212-362-1200
courtney.turiano@sternir.com
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