Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
As previously disclosed, on February 4, 2022, Metacrine, Inc. (the "Company")
received a letter from The Nasdaq Stock Market LLC ("Nasdaq") indicating that
the Company was not in compliance with Nasdaq Listing Rule 5450(a)(1) because
the closing bid price per share for the Company's common stock had closed below
$1.00 for the previous 30 consecutive business days (the "Minimum Bid Price
Requirement"). The Company was given 180 days, or until August 3, 2022, to
regain compliance with the Minimum Bid Price Requirement. On August 8, 2022, in
connection with the transfer of the listing of the Company's common stock from
the Nasdaq Global Market to the Nasdaq Capital Market, the Company was granted
an additional 180-day grace period, or until January 30, 2023, to regain
compliance with the Minimum Bid Price Requirement.
On January 31, 2023, the Company received written notice (the "Delisting
Notice") from Nasdaq notifying the Company that, as a result of its failure to
regain compliance with the Minimum Bid Price Requirement for continued listing
on the Nasdaq Capital Market as set forth in Nasdaq Listing Rule 5550(a)(2),
Nasdaq has determined that the Company's common stock will be delisted from the
Nasdaq Capital Market. The Delisting Notice indicated that the Company may
appeal Nasdaq's determination pursuant to procedures set forth in Nasdaq Listing
Rule 5800 Series. The Company will not appeal this determination.
Trading of the Company's common stock will be suspended at the opening of
business on February 9, 2023 and a Form 25-NSE will be filed with the Securities
and Exchange Commission, which will remove the Company's common stock from
listing and registration on Nasdaq. The Company anticipates that effective
February 9, 2023, the Company's common stock will commence trading on the OTCQX
marketplace under the symbol "MTCR." Quotes and related Company information will
be available at www.otcmarkets.com.
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