Ibere Pharmaceuticals Receives Expected NYSE Notice Regarding Delayed Quarterly Report

Rhea-AI Summary

Ibere Pharmaceuticals (NYSE: IBER) received a notice from the NYSE regarding non-compliance with filing requirements due to the delayed submission of its Quarterly Report for Q1 2021, originally due on May 10, 2021. This delay results from necessary adjustments in the accounting treatment of warrants, which must now be classified as liabilities instead of equity. The NYSE allows six months to regain compliance, and the company's stock listing is unaffected at this time. Ibere raised $138 million in its IPO in March 2021.

Positive

• Company has six months to regain compliance with NYSE listing standards.
• The stock listing remains unaffected during the compliance period.

Negative

• Failed to timely file the Quarterly Report, indicating potential internal issues.
• Change in accounting for warrants to liabilities could impact future financial statements.

PHILADELPHIA, May 28, 2021 /PRNewswire/ -- Ibere Pharmaceuticals (NYSE: IBER) (the "Company") today announced that it received a notice on May 25, 2021 from the New York Stock Exchange (the "NYSE") indicating that the Company is not in compliance with Section 802.01E of the NYSE Listed Company Manual as a result of its failure to timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2021 (the "Quarterly Report") with the Securities and Exchange Commission (the "SEC"). The notice has no immediate effect on the listing of the Company's stock on the NYSE.

As disclosed in the Company's Form 12b-25 filed with the SEC on May 18, 2021, on April 12, 2021 the Staff of the SEC released the "Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies ("SPACs")" (the "SEC Statement"). In the SEC Statement, the SEC staff expressed its view that certain terms and conditions common to SPAC warrants may require the warrants to be classified as liabilities on the SPAC's balance sheet as opposed to equity. At issuance on March 2, 2021, the outstanding warrants ("Warrants") to purchase Class A ordinary shares of the Company were accounted for as equity within the Company's balance sheet. After discussion and evaluation, the Company concluded that its Warrants should be presented as liabilities as of the IPO date reported, at fair value, with subsequent fair value changes to be recorded in its financial statements at each reporting period. Given the scope of the process for evaluating the impact of the SEC Statement on the Company's financial statements, including whether the changes required to align the Company's financial statements with the requirements set forth in the SEC Statement will materially affect the Quarterly Report, the Company was unable to complete and file the Form 10-Q by the prescribed due date without unreasonable effort and expense.

The Company continues to work diligently to prepare and file the Quarterly Report as soon as reasonably practicable. Under NYSE rules, the Company generally has six months following receipt of the notification to regain compliance with the continued listing standard, subject to any extensions by NYSE. The Company is in compliance with all other NYSE continued listing standards.

About Ibere Pharmaceuticals

Ibere Pharmaceuticals is a newly formed special purpose acquisition company that completed its initial public offering in March 2021, raising $138 million in proceeds. Led by Osagie O. Imasogie, Lisa Gray and Zoltan Kerekes, Ibere Pharmaceuticals was formed to acquire, manage and grow strong, international brand portfolios that scale across markets globally. The Firm's principals have built transformational growth companies by leveraging deep industry relationships developed using their PATCOL® philosophy (People Are The Currency Of Life) and by applying their extensive knowledge of pharmaceutical operations.

FORWARD-LOOKING STATEMENTS

This press release contains statements that constitute "forward-looking statements." Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company's registration statement and final prospectus for the Company's initial public offering filed with the SEC. Copies are available on SEC's website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

Media Contacts
Jonathan Keehner / Kate Thompson / Tanner Kaufman
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449

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SOURCE Ibere Pharmaceuticals

FAQ

What notice did Ibere Pharmaceuticals receive from the NYSE?

Ibere Pharmaceuticals received a notice indicating non-compliance with filing requirements due to a delayed Quarterly Report.

What is the reason for the delay in Ibere Pharmaceuticals' Quarterly Report?

The delay is due to necessary adjustments in the accounting treatment of warrants, now classified as liabilities.

How long does Ibere Pharmaceuticals have to comply with NYSE listing standards?

Ibere Pharmaceuticals has six months to regain compliance with NYSE listing standards.

What is the current status of Ibere Pharmaceuticals' stock listing?

The stock listing remains unaffected despite the non-compliance notice from the NYSE.

How much did Ibere Pharmaceuticals raise in its IPO?

Ibere Pharmaceuticals raised $138 million in its IPO completed in March 2021.