BELLUS Health is Preparing to Voluntarily Delist from the NASDAQ Capital Market
BELLUS Health Receives NASDAQ Deficiency Notice Relating to Market Value
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LAVAL, QC, Dec. 5 /CNW Telbec/ - BELLUS Health Inc. (NASDAQ: BLUS; TSX:
BLU) announces that in light of continuing significant fluctuations in world
capital markets, the Company is preparing to voluntarily delist from the
NASDAQ Capital Market, while continuing to maintain a full listing on the
Toronto Stock Exchange (TSX: BLU). In connection with its NASDAQ listing, the
Company received a Deficiency Letter dated December 1, 2008, from the NASDAQ
Staff stating that, for 10 consecutive trading days, the market value of the
Company's listed securities had been below the minimum $35,000,000 requirement
for continued inclusion on the NASDAQ Capital Market under Marketplace Rule
4310(c)(3)(B), and that the Company would have until December 31, 2008 to
regain compliance. The Company's listing on the Toronto Stock Exchange is not
affected by the notice received from NASDAQ, nor by the decision to
voluntarily delist from this U.S. exchange. The Company expects the delisting
to take effect in early January 2009. The Company will continue to be subject
to the filing and other obligations of the U.S. securities laws applicable to
non-U.S. reporting companies during 2009.
The decision to voluntarily delist is reinforced by extreme short-term
volatility in stock markets and accordingly, in the Company's market value.
Daily fluctuations in the price of BELLUS Health shares have resulted in the
Company moving in and then out of compliance with NASDAQ requirements over the
past weeks. In light of the recent correspondence with NASDAQ, BELLUS Health
has determined that the perceived benefit of being listed on NASDAQ no longer
merits the capital and human investment involved in maintaining the listing.
The Company has received confirmation from holders of at least a majority
in value of the $42,085,000 aggregate principal amount of 6% convertible
senior notes issued in November 2006 (the Notes) of their intention to consent
to an amendment to the Trust Indenture governing the Notes, which would permit
delisting from NASDAQ.
Listing of the Company's securities on NASDAQ is a condition to drawdown
under the terms of the equity line of credit facility concluded with Cityplatz
Limited in August of 2006, as amended (the Credit Facility). Delisting its
common stock from NASDAQ will mean that the Company will no longer be able to
avail itself of funds under the Credit Facility. Based on recent trading
prices and volumes, the total amount that could potentially be drawn down
under the Credit Facility is approximately US$1 million on an annual basis.
About BELLUS Health
BELLUS Health is a global health company focused on the development and
commercialization of products to provide innovative health solutions to
address critical unmet needs.
To Contact BELLUS Health
For additional information on BELLUS Health and its drug development
programs, please call the Canada and United States toll-free number 1 877 680
4500 or visit the Web Site at www.bellushealth.com.
Certain statements contained in this news release, other than statements
of fact that are independently verifiable at the date hereof, may constitute
forward-looking statements. Such statements, based as they are on the current
expectations of management, inherently involve numerous risks and
uncertainties, known and unknown, many of which are beyond BELLUS Health
Inc.'s control. Such risks include but are not limited to: the impact of
general economic conditions, general conditions in the pharmaceutical and/or
nutraceutical industry, changes in the regulatory environment in the
jurisdictions in which the BELLUS Health Group does business, stock market
volatility, fluctuations in costs, and changes to the competitive environment
due to consolidation, that actual results may vary once the final and
quality-controlled verification of data and analyses has been completed, as
well as other risks disclosed in public filings of BELLUS Health Inc.
Consequently, actual future results may differ materially from the anticipated
results expressed in the forward-looking statements. The reader should not
place undue reliance, if any, on any forward-looking statements included in
this news release. These statements speak only as of the date made and BELLUS
Health Inc. is under no obligation and disavows any intention to update or
revise such statements as a result of any event, circumstances or otherwise,
unless required by applicable legislation or regulation. Please see the Annual
Information Form of BELLUS Health Inc. for further risk factors that might
affect the BELLUS Health Group and its business.
For further information: Lise Hébert, Ph.D., Vice President, Corporate Communications, (450) 680-4572, lhebert@bellushealth.com
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