Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On February 28, 2022, VYNE Therapeutics Inc. (the "Company") received
notification from The Nasdaq Stock Market LLC ("Nasdaq") that the Company is not
in compliance with the requirement to maintain a minimum closing bid price of
$1.00 per share, as set forth in Nasdaq Listing Rule 5550(a)(2), because the
closing bid price of the Company's common stock (the "Common Stock") was below
$1.00 per share for 30 consecutive business days. The notification does not
impact the listing of the Company's Common Stock on the Nasdaq Global Select
Market at this time.
In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has a period
of 180 calendar days from the date of notification, or until August 29, 2022, to
regain compliance with the minimum bid price requirement. During this period,
the Company's Common Stock will continue to trade on the Nasdaq Global Select
Market. If at any time before August 29, 2022 the bid price of the Company's
Common Stock closes at or above $1.00 per share for a minimum of ten consecutive
trading days, Nasdaq will provide written notification that the Company has
achieved compliance with this minimum bid price requirement.
The Company is considering all available options to regain compliance with the
listing rule. The Company divested its commercial business in January 2022 and
is continuing its strategy of advancing clinical development of FMX114, its
combination gel formulation of tofacitinib and fingolimod, for the treatment of
mild-to-moderate atopic dermatitis and exploring potential uses for its BET
inhibitor compounds with upcoming data from preclinical models evaluating the
Company's lead BET inhibitor product candidate, VYN201.
However, there can be no assurance that the Company will be able to regain
compliance with the rule or will otherwise be in compliance with other Nasdaq
listing criteria. In the event the Company does not regain compliance by August
29, 2022, the Company may be eligible for an additional 180 calendar day
compliance period to demonstrate compliance with the bid price requirement. To
qualify for the additional 180-day period, the Company will be required to meet
the continued listing requirements for market value of publicly held shares and
all other initial listing standards (with the exception of the bid price
requirement) and transfer its listing to the Nasdaq Capital Market. In addition,
the Company will need to provide written notice to Nasdaq of its intention to
cure the deficiency during the second compliance period by effecting a reverse
stock split, if necessary. If the Company does not qualify for the second
compliance period or fails to regain compliance during the second 180-day
period, then Nasdaq will notify the Company that its Common Stock is subject to
delisting.
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