Psyence Biomedical Ltd. Announces Receipt of Staff Delisting Determination from Nasdaq

Rhea-AI Summary

Psyence Biomedical (Nasdaq: PBM) has received a staff determination letter from Nasdaq on September 12, 2024, indicating the company's failure to regain compliance with two listing requirements by the September 9, 2024 deadline. The requirements in question are the Market Value of Listed Securities (MVLS) of $50 million and the Market Value of Publicly Held Shares (MVPHS) of $15 million for continued listing on The Nasdaq Global Market.

The company was initially notified of these deficiencies on March 11, 2024, and given 180 calendar days to comply. Facing potential suspension or delisting, Psyence Biomedical intends to request a hearing before the Nasdaq Hearings Panel, which will automatically stay any delisting action pending the hearing and any additional extension period granted by the Panel.

Positive

• None.

Negative

• Failed to meet Nasdaq's MVLS requirement of $50 million
• Failed to meet Nasdaq's MVPHS requirement of $15 million
• Facing potential suspension or delisting from Nasdaq Global Market
• Company's market value has been below requirements for over 6 months

Insights

Financial Analyst

This delisting notice from Nasdaq is a significant red flag for Psyence Biomedical. The company's failure to meet both the Market Value of Listed Securities (MVLS) and Market Value of Publicly Held Shares (MVPHS) requirements indicates severe undervaluation and potential liquidity issues. With MVLS below $50 million and MVPHS under $15 million, it suggests a lack of investor confidence and market interest. The upcoming hearing with the Nasdaq Panel is crucial, but historically, companies in this position often face an uphill battle to maintain their listing. This situation could lead to reduced access to capital, decreased trading volume and further stock price decline. Investors should be cautious and monitor the outcome of the hearing closely, as delisting could trigger forced selling by institutional investors and index funds.

Legal Expert

The receipt of a staff delisting determination from Nasdaq presents significant legal and compliance challenges for Psyence Biomedical. The company now enters a critical phase where it must navigate the appeals process before the Hearings Panel. This process typically involves:

• Presenting a viable plan to regain compliance
• Demonstrating financial stability and growth potential
• Potentially considering alternative options such as a reverse stock split or transfer to a lower-tier market

The automatic stay on delisting action during the appeal provides a temporary reprieve, but the company must act swiftly and decisively. Failure to convince the Panel could result in delisting, potentially triggering breach of covenant issues in existing financial agreements and complicating future fundraising efforts. Shareholders should be prepared for potential dilution if the company pursues equity-based solutions to boost its market value.

NEW YORK, Sept. 13, 2024 (GLOBE NEWSWIRE) -- Psyence Biomedical Ltd. (the “Company”) (Nasdaq: PBM) announced that on September 12, 2024, the Company received a staff determination letter (the “Determination Letter”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it had not regained compliance with the Market Value of Listed Securities (“MVLS”) Requirement and the Market Value of Publicly Held Shares (“MVPHS”) requirement by September 9, 2024.

As previously reported in a Current Report on Form 6-K filed on March 15, 2024, the Company received two deficiency letters from the Nasdaq Staff on March 11, 2024, one notifying the Company that for the last 30 consecutive business days, the Company’s MVLS was below the minimum of $50 million required for continued listing on The Nasdaq Global Market pursuant to Nasdaq Listing Rule 5450(b)(2)(A), and the other notifying the Company that for the last 30 consecutive business days, the Company’s MVPHS was below the minimum of $15 million required for continued listing on The Nasdaq Global Market pursuant to Nasdaq Listing Rule 5450(b)(2)(C). The Company was provided an initial period of 180 calendar days, or until September 9, 2024, to regain compliance with the MVLS and MVPHS Requirements.

As described in the Determination Letter, unless the Company timely requests a hearing before a Hearings Panel (the “Panel”), the Company’s securities would be subject to suspension/delisting. Accordingly, the Company intends to timely request a hearing before the Panel. The hearing request will automatically stay any suspension or delisting action pending the hearing and the expiration of any additional extension period granted by the Panel following the hearing.

About Psyence Biomed

Psyence Biomedical Ltd. (Nasdaq: PBM) is the world’s first life science biotechnology company focused on the development of botanical (nature-derived and non-synthetic) psilocybin-based psychedelic medicine to be listed on Nasdaq. The name “Psyence” combines the words “psychedelics” and “science” to affirm Psyence Biomed’s commitment to an evidence-based approach to innovation as it works to develop safe and effective, nature-derived psychedelic therapeutics to treat a broad range of mental health disorders. Psyence is initially focused on mental health disorders in the context of Palliative Care.

Learn more at www.psyencebiomed.com and on LinkedIn.

Contact Information

Email: ir@psyencebiomed.com
Media Inquiries: media@psyencebiomed.com
General Information: info@psyencebiomed.com
Phone: +1 416-477-1708

Investor Contact:
Jeremy Feffer
Managing Director
LifeSci Advisors
jfeffer@lifesciadvisors.com

Forward Looking Statements
This communication contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about future financial and operating results, our plans, objectives, expectations and intentions with respect to future operations, products and services; and other statements identified by words such as "will likely result," "are expected to," "will continue," "is anticipated," "estimated," "believe," "intend," "plan," "projection," "outlook" or words of similar meaning.

Forward-looking statements in this communication include statements regarding the suspension/delisting of the Company's securities and the Company's ability to regain compliance. These forward-looking statements are based on a number of assumptions, including the assumptions that the Company will secure a hearing before a Hearing Panel.

There are numerous risks and uncertainties that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, among others: (i) the ability of Psyence Biomed to maintain the listing of its common shares and warrants on Nasdaq; and (ii) volatility in the price of the securities of Psyence Biomed due to a variety of factors, including changes in the competitive and highly regulated industries in which Psyence Biomed operates, variations in performance across competitors, changes in laws and regulations affecting Psyence Biomed’s business and changes in Psyence Biomed’s capital structure. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the "Risk Factors" section of the prospectus filed by the Company with the SEC on August 30, 2024 and other documents filed by the Company from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Actual results and future events could differ materially from those anticipated in such information. Nothing in this communication should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Except as required by law, the Company does not intend to update these forward-looking statements.

The Company makes no medical, treatment or health benefit claims about the Company’s proposed products. The U.S. Food and Drug Administration, Health Canada or other similar regulatory authorities have not evaluated claims regarding psilocybin, psilocybin analogues, or other psychedelic compounds or nutraceutical products. The efficacy of such products has not been confirmed by approved research. There is no assurance that the use of psilocybin, psilocybin analogues, or other psychedelic compounds or nutraceuticals can diagnose, treat, cure or prevent any disease or condition. Vigorous scientific research and clinical trials are needed. The Company has not conducted clinical trials for the use of its proposed products. Any references to quality, consistency, efficacy, and safety of potential products do not imply that the Company verified such in clinical trials or that the Company will complete such trials. If the Company cannot obtain the approvals or research necessary to commercialize its business, it may have a material adverse effect on the Company’s performance and operations.

FAQ

What Nasdaq requirements did Psyence Biomedical (PBM) fail to meet in September 2024?

Psyence Biomedical failed to meet Nasdaq's Market Value of Listed Securities (MVLS) requirement of $50 million and the Market Value of Publicly Held Shares (MVPHS) requirement of $15 million for continued listing on The Nasdaq Global Market.

When did Psyence Biomedical (PBM) receive the staff determination letter from Nasdaq?

Psyence Biomedical received the staff determination letter from Nasdaq on September 12, 2024.

What is Psyence Biomedical's (PBM) next step to avoid delisting from Nasdaq?

Psyence Biomedical intends to request a hearing before the Nasdaq Hearings Panel, which will automatically stay any suspension or delisting action pending the hearing and any additional extension period granted by the Panel.

How long was Psyence Biomedical (PBM) given to regain compliance with Nasdaq listing requirements?

Psyence Biomedical was given an initial period of 180 calendar days, from March 11, 2024 to September 9, 2024, to regain compliance with the MVLS and MVPHS requirements.