Precision BioSciences, Inc. (Nasdaq: DTIL), an advanced gene
editing company utilizing its novel proprietary ARCUS® platform to
develop in vivo gene editing therapies for sophisticated gene
edits, including gene elimination, insertion, and excision, today
announced that its Board of Directors has approved a 1-for-30
reverse stock split of the Company’s common stock. The reverse
stock split will become effective at 5:00 p.m. Eastern Time on
February 13, 2024, after close of trading on The Nasdaq Capital
Market. The Company’s common stock is expected to commence trading
on a split-adjusted basis when the markets open on February 14,
2024 under the existing trading symbol “DTIL.” The new CUSIP number
for the Company’s common stock following the reverse stock split
will be 74019P207.
The primary goal of the reverse stock split is to increase the
per share market price of the Company’s common stock to meet the
minimum per share bid price requirement for continued listing on
The Nasdaq Capital Market. The reverse stock split was approved by
the Company’s stockholders at its special meeting of stockholders
held on January 18, 2024. On February 6, 2024, the Company’s Board
of Directors approved the reverse stock split at the ratio of
1-for-30.
As a result of the reverse stock split, every 30 shares of the
Company’s common stock issued and outstanding will be automatically
reclassified into one new share of the Company’s common stock.
Proportionate adjustments will be made to the exercise prices and
the number of shares underlying the Company’s outstanding equity
awards, as applicable, as well as to the number of shares issuable
under the Company’s equity incentive plans and certain existing
agreements. The common stock issued pursuant to the reverse stock
split will remain fully paid and non-assessable. The reverse stock
split will not affect the number of authorized shares of common
stock or the par value of the common stock.
No fractional shares will be issued in connection with the
reverse stock split. Stockholders who would otherwise be entitled
to receive fractional shares as a result of the reverse stock split
will be entitled to a cash payment in lieu thereof at a price equal
to the fraction to which the stockholder would otherwise be
entitled multiplied by the closing sales price per share of the
common stock (as adjusted to give effect to the reverse stock
split) on The Nasdaq Capital Market on February 13, 2024, the last
trading day immediately preceding the effective time of the reverse
stock split.
Equiniti Trust Company, LLC (“Equiniti”), the Company’s transfer
agent, is acting as the exchange agent for the reverse stock split.
Stockholders with book-entry shares or who hold their shares
through a bank, broker or other nominee will not need to take any
action. Stockholders of record who held pre-split certificates will
receive their post-split shares in book-entry form and will be
receiving a statement from Equiniti regarding their common stock
ownership post-reverse stock split.
Additional information about the reverse stock split can be
found in the Company’s definitive proxy statement (the “Proxy
Statement”) filed with the Securities and Exchange Commission (the
“SEC”) on December 4, 2023, as supplemented, which is available
free of charge at the SEC’s website, www.sec.gov, and on the
Company’s website at precisionbiosciences.com.
About Precision BioSciences, Inc.
Precision BioSciences, Inc. is an advanced gene editing company
dedicated to improving life (DTIL) with its novel and proprietary
ARCUS® genome editing platform that differs from other technologies
in the way it cuts, its smaller size, and its simpler structure.
Key capabilities and differentiating characteristics may enable
ARCUS nucleases to drive more intended, defined therapeutic
outcomes. Using ARCUS, the Company’s pipeline is comprised of in
vivo gene editing candidates designed to deliver lasting cures for
the broadest range of genetic and infectious diseases where no
adequate treatments exist. For more information about Precision
BioSciences, please visit www.precisionbiosciences.com.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. All statements contained in this press release that do not
relate to matters of historical fact should be considered
forward-looking statements, including, without limitation,
statements regarding the expected timing of the reverse stock
split, the impact of the reverse stock split on the Company’s share
price, and the Company’s ability to meet the minimum per share bid
price requirement for continued listing on The Nasdaq Capital
Market. In some cases, you can identify forward-looking statements
by terms such as “aim,” “anticipate,” “approach,” “believe,”
“contemplate,” “could,” “estimate,” “expect,” “goal,” “intend,”
“look,” “may,” “mission,” “plan,” “possible,” “potential,”
“predict,” “project,” “pursue,” “should,” “target,” “will,”
“would,” or the negative thereof and similar words and
expressions.
Forward-looking statements are based on management’s current
expectations, beliefs and assumptions and on information currently
available to us. These statements are neither promises nor
guarantees, and involve a number of known and unknown risks,
uncertainties and assumptions, and actual results may differ
materially from those expressed or implied in the forward-looking
statements due to various important factors, including, but not
limited to, our ability to become profitable; our ability to
procure sufficient funding to advance our programs; risks
associated with our capital requirements, anticipated cash runway,
requirements under our current debt instruments and effects of
restrictions thereunder, including our ability to raise additional
capital due to market conditions and/or our market capitalization;
our operating expenses and our ability to predict what those
expenses will be; our limited operating history; the progression
and success of our programs and product candidates in which we
expend our resources; our limited ability or inability to assess
the safety and efficacy of our product candidates; the risk that
other genome-editing technologies may provide significant
advantages over our ARCUS technology; our dependence on our ARCUS
technology; the initiation, cost, timing, progress, achievement of
milestones and results of research and development activities and
preclinical and clinical studies, including clinical trial and
investigational new drug applications; public perception about
genome editing technology and its applications; competition in the
genome editing, biopharmaceutical, and biotechnology fields; our or
our collaborators’ or other licensees’ ability to identify, develop
and commercialize product candidates; pending and potential product
liability lawsuits and penalties against us or our collaborators or
other licensees related to our technology and our product
candidates; the U.S. and foreign regulatory landscape applicable to
our and our collaborators’ or other licensees’ development of
product candidates; our or our collaborators’ or other licensees’
ability to advance product candidates into, and successfully
design, implement and complete, clinical or field trials; potential
manufacturing problems associated with the development or
commercialization of any of our product candidates; delays or
difficulties in our and our collaborators’ and other licensees’
ability to enroll patients; changes in interim “top-line” and
initial data that we announce or publish; if our product candidates
do not work as intended or cause undesirable side effects; risks
associated with applicable healthcare, data protection, privacy and
security regulations and our compliance therewith; our or our
licensees’ ability to obtain orphan drug designation or fast track
designation for our product candidates or to realize the expected
benefits of these designations; our or our collaborators’ or other
licensees’ ability to obtain and maintain regulatory approval of
our product candidates, and any related restrictions, limitations
and/or warnings in the label of an approved product candidate; the
rate and degree of market acceptance of any of our product
candidates; our ability to effectively manage the growth of our
operations; our ability to attract, retain, and motivate executives
and personnel; effects of system failures and security breaches;
insurance expenses and exposure to uninsured liabilities; effects
of tax rules; effects of the COVID-19 pandemic and variants
thereof, or any pandemic, epidemic, or outbreak of an infectious
disease; the success of our existing collaboration agreements, and
our ability to enter into new collaboration arrangements; our
current and future relationships with and reliance on third parties
including suppliers and manufacturers; our ability to obtain and
maintain intellectual property protection for our technology and
any of our product candidates; potential litigation relating to
infringement or misappropriation of intellectual property rights;
effects of natural and manmade disasters, public health emergencies
and other natural catastrophic events; effects of sustained
inflation, supply chain disruptions and major central bank policy
actions; market and economic conditions; risks related to ownership
of our common stock, including fluctuations in our stock price; our
ability to meet the requirements of and maintain listing of our
common stock on Nasdaq or other public stock exchanges; and other
important factors discussed under the caption “Risk Factors” in our
Quarterly Report on Form 10-Q for the quarterly period ended
September 30, 2023, as any such factors may be updated from time to
time in our other filings with the SEC, which are accessible on the
SEC’s website at www.sec.gov and the Investors page of our website
under SEC Filings at investor.precisionbiosciences.com.
All forward-looking statements speak only as of the date of this
press release and, except as required by applicable law, we have no
obligation to update or revise any forward-looking statements
contained herein, whether as a result of any new information,
future events, changed circumstances or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20240209962655/en/
Investor and Media Contact: Mei Burris Senior Director of
Finance and Controller Mei.Burris@precisionbiosciences.com
Precision BioSciences (NASDAQ:DTIL)
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