NASDAQ Panel Grants Request of Point Therapeutics for Continued Listing on NASDAQ Capital Market
17 Diciembre 2007 - 7:30AM
Business Wire
Point Therapeutics, Inc. (NASDAQ: POTP) today announced that the
NASDAQ Listing Qualifications Panel (the �Panel�) has granted
Point�s request for the continued listing of its securities on The
NASDAQ Capital Market. Point�s continued listing is subject to the
satisfaction of certain conditions by January 30, 2008, including
completion of the previously-announced merger between Point and
DARA BioSciences, Inc. (�DARA�) and approval of the NASDAQ initial
listing application filed by Point and DARA on October 26, 2007. As
previously announced on September 17, 2007, Point received a
determination letter from the NASDAQ Listing Qualifications Staff
(the �Staff�) indicating that Point�s securities were subject to
delisting from The NASDAQ Capital Market because Point did not meet
the $1 minimum share price requirement for continued listing and
Point�s cessation of clinical and research operations rendered it,
in the opinion of the Staff, a �public shell,� or non-operating
company. As announced on November 19, 2007, the Staff also
subsequently notified Point that it did not meet the $2.5 million
stockholders� equity requirement for continued listing. Point
participated in a hearing before the Panel on November 1, 2007, at
which Point requested continued listing of its common stock,
pending completion of the merger with DARA. On December 12, 2007,
the Panel issued a decision granting Point�s request. Should Point
be unable to meet the requirements set forth in the Panel�s
decision, there can be no assurance that NASDAQ will grant Point an
additional extension of time to comply or that Point�s securities
will continue to be listed on The NASDAQ Capital Market. 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. 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, containing
a joint proxy statement/prospectus and other relevant materials,
filed by Point with the Securities and Exchange Commission on
November 26, 2007. Point and DARA acknowledge that the proposed
merger will qualify as a �reverse merger� under NASDAQ Marketplace
Rule 4340. As a result, although Point�s common stock is currently
listed on The NASDAQ Capital Market, as noted above, the combined
entity will be required to meet the NASDAQ requirements for initial
listing upon consummation of the merger in order to maintain its
listing on The NASDAQ Capital Market. Certain statements contained
herein are not strictly historical and are "forward looking"
statements as defined in the Private Securities Litigation Reform
Act of 1995. Forward-looking statements are statements that are not
historical facts, and can be identified by, among other things, the
use of forward-looking language, such as "believes," "feels,"
"expects," "may," "will," "projects," "should," "seeks," "plans,"
"schedules to," "anticipates" or "intends" or the negative of those
terms, or other variations of those terms of comparable language,
or by discussions of strategy or intentions. A number of important
factors could cause actual results to differ materially from those
projected or suggested in the forward looking statements due to
risks and uncertainties to which Point is subject, and other
factors that are described in Form 10-Q filed with the Securities
and Exchange Commission on November 9, 2007, and from time to time
in Point's other reports filed with the Securities and Exchange
Commission. Additional Information In connection with the merger
between DARA and Point, on November 26, 2007, Point filed with the
SEC a registration statement on Form S-4, containing a joint proxy
statement/prospectus and other relevant materials. INVESTORS AND
SECURITY HOLDERS OF DARA AND POINT 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. Information about the executive officers and directors
of Point and their ownership of Point common stock is set forth in
Point�s Annual Report on Form 10-K/A filed with the SEC on April
30, 2007. Investors and stockholders may obtain more 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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