DUBLIN, Ireland and CHICAGO, Aug. 16, 2022 (GLOBE NEWSWIRE) — Iterum Therapeutics plc (Nasdaq: ITRM) (the “Company”), a clinical-stage pharmaceutical company focused on the development of next-generation oral and IV antibiotics for treat infections caused by multidrug-resistant pathogens in community and hospital settings, today announced that it will conduct a 1-for-15 reverse split of its outstanding common shares at 5:00 p.m. August 17, 2022, which will be effective for trading on the Nasdaq Capital Market from the commencement of trading on August 18, 2022.
At the annual general meeting of shareholders on June 15, 2022, the shareholders of the Company approved, subject to and subject to the Board of Directors of the Company determining, in its sole discretion, that a reverse stock split is necessary for the Company to comply with the minimum requirement of $1.00 per share pursuant to Nasdaq Listing Rule 5550(a)(2) (“Offer Price Rule”), a reverse division shares (i.e. a consolidation of share capital under Irish law) whereby all fifteen ordinary shares of US$0.01 (par value) each in the authorized and unissued and authorized share capital and issued of the Company be consolidated into one common share of $0.15 (par value) each, and the subsequent reduction of the par value of the common shares in the authorized and unissued capital and authorized and issued share capital of the Company of $0.15 each to $0.01 each. The Company’s Board of Directors subsequently determined that the Share Consolidation was necessary for the Company to comply with the Bid Price Rule.
The common stock of the Company will continue to trade on the Nasdaq Capital Market under the symbol “ITRM” and the new CUSIP number for the common stock of the Company after the reverse stock split will be G6333L 200. The reverse stock split will reduce the number of common shares outstanding from approximately 183.3 million to approximately 12.2 million after the split and will also proportionally reduce the number of common shares authorized from 300 million to 20 million. The reverse stock split will also apply to common shares issuable upon exercise of the Company’s outstanding restricted stock units, stock options, 6.500% exchangeable senior subordinated notes due 2025 and warrants, with a proportional increase in the respective exercise prices, if any. No fractional Common Shares will be issued in connection with the Share Consolidation. Shareholders who would otherwise be entitled to a fractional Common Share will be entitled to receive a proportional cash payment.
The Company’s transfer agent, Computershare, which is also acting as exchange agent for the reverse stock split, will provide instructions to shareholders regarding the process of exchanging physical share certificates. Shareholders holding their ordinary shares in dematerialized form or in a brokerage account do not have to take any action in connection with the reverse stock split. Beneficial owners are invited to contact their bank, broker or custodian for any procedural questions. Additional information regarding the reverse stock split can be found in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 25, 2022.
About Iterum Therapeutics plc
Iterum Therapeutics plc is a clinical-stage pharmaceutical company dedicated to the development of differentiated anti-infectives aimed at tackling the global crisis of multidrug-resistant pathogens to dramatically improve the lives of people affected by serious and life-threatening diseases around the world. . Iterum Therapeutics is advancing its first compound, sulopenem, a new penem anti-infective compound, into phase 3 clinical development with an oral formulation and an IV formulation. Sulopenem has been shown to be powerful in vitro activity against a wide variety of gram-negative, gram-positive and anaerobic bacteria resistant to other antibiotics. Iterum Therapeutics has received Qualified Infectious Disease Product (QIDP) and Fast Track designations for its oral and IV formulations of sulopenem in seven indications.
This press release contains forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding the timing and effectiveness of the Reverse Stock Split and Iterum’s ability to meet Nasdaq’s continuing listing standards. In some instances, forward-looking statements may be identified by words such as “may”, “believe”, “intend”, “seek”, “anticipate”, “plan”, “estimate”, “will expects”, “should”, “assumes”, “continues”, “could”, “would”, “will”, “future”, “potential” or the negative form of these similar terms and expressions. Forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause Iterum’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. forward-looking statements. Forward-looking statements include all matters that are not historical facts. Actual future results may differ materially from what is expected due to factors largely beyond Iterum’s control, including uncertainties inherent in the design, initiation and conduct of clinical and non-clinical development, including the additional planned clinical trial and non-clinical development being conducted in response to the full response letter received by Iterum in July 2021, the availability and timing of data from such clinical and non-clinical development, changes in regulatory requirements or decisions by regulatory authorities, the timing or likelihood of regulatory filings and approvals, including the potential resubmission of the new drug application for oral sulopenem, changes in public policy or legislation, plans and timelines marketing, if oral sulopenem is approved, the actions of research organizations clinical research, suppliers and manufacturers, the accuracy of Iterum’s expectations regarding the extent to which in the future, Iterum’s cash will fund Iterum’s ongoing operations, including the completion of clinical development potential additional nonclinical and nonclinical use of oral sulopenem, the impact of COVID-19 and associated response measures, Iterum’s ability to maintain its listing on the Nasdaq Capital Market, risks and uncertainties regarding the outcome, the impact , the effects and results of Iterum’s evaluation of corporate, strategic, financial and financing alternatives, including the terms, timing, structure, value, benefits and costs of any corporate alternative , strategic, financial or funding and Iterum’s ability to achieve one and other factors discussed under “Risk Factors” in its Annual Report on Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on August 12, 2022, and other documents filed with the SEC from time to time. Forward-looking statements represent Iterum’s beliefs and assumptions only as of the date of this press release. Except as required by law, Iterum undertakes no obligation to publicly update these forward-looking statements, or to update the reasons why actual results could differ materially from those anticipated in the forward-looking statements, even if new information becomes available in the future.