SOUTH
SAN FRANCISCO, Calif., June 25,
2024 /PRNewswire/ -- Rigel Pharmaceuticals,
Inc. (Nasdaq: RIGL) today announced that it will effect a
reverse stock split of its issued and outstanding shares of common
stock at a ratio of 1-for-10 (the "Reverse Stock Split"), effective
at 12:01 a.m. Eastern Time on
Thursday, June 27, 2024. The company's common stock will
begin trading on a post-split basis on The Nasdaq Global Select
Market under the same symbol (RIGL) when the market opens on
Thursday, June 27, 2024, with the new
CUSIP number 766559702.
The Reverse Stock Split was approved by the company's
stockholders at its Annual Meeting of Stockholders held on
May 24, 2024 to be effected by the
company's Board of Directors (the "Board") within approved
parameters. The final ratio was approved by the Board on
June 15, 2024. As a result of the
Reverse Stock Split, every 10 shares of the company's pre-split
common stock issued and outstanding will be automatically
reclassified into one new share of the company's common stock. This
will reduce the number of shares outstanding from approximately
175,582,945 shares to approximately 17,558,294, subject to
adjustment due to the payment of cash in lieu of fractional shares.
Proportionate adjustments will be made to the exercise prices and
the number of shares underlying the company's equity plans, as
applicable. The Reverse Stock Split will not affect the number of
authorized shares of common stock or the par value of the common
stock.
The primary objective in effectuating the Reverse Stock Split
will be to attempt to raise the per-share trading price of the
company's common stock. Rigel believes that the low per-share
market price of its common stock impairs the company's
marketability to, and acceptance by, institutional investors and
other members of the investing public and creates a negative
impression of the company. Among other benefits, the Reverse Stock
Split will also help the company to maintain compliance with the
minimum bid continued listing requirement of $1.00 per share required to maintain continued
listing on The Nasdaq Global Select Market.
Equiniti Trust Company, LLC, is acting as the exchange agent for
the Reverse Stock Split. Registered stockholders holding pre-split
shares of the company's common stock electronically in book-entry
form are not required to take any action to receive post-split
shares. Stockholders owning shares in "street name" or via a
broker, bank, trust or other nominee will have their positions
automatically adjusted to reflect the Reverse Stock Split, subject
to the particular processes of such broker, bank, trust or other
nominee, and will not be required to take any action in connection
with the Reverse Stock Split. Stockholders holding shares of the
company's common stock in certificate form will receive a
transmittal letter from Equiniti with instructions as soon as
practicable after the effective date. No fractional shares will be
issued in connection with the Reverse Stock Split. Stockholders who
otherwise would be entitled to receive fractional shares will
receive a cash payment in lieu of such fractional shares.
Additional information regarding the Reverse Stock Split is
available on the Form 8-K filed today, as well as in the company's
definitive proxy statement filed with the Securities and Exchange
Commission on April 10, 2024, a copy
of which is available at www.sec.gov and on the company's
website.
About Rigel
Rigel Pharmaceuticals, Inc. (Nasdaq: RIGL)
is a biotechnology company dedicated to discovering, developing and
providing novel therapies that significantly improve the lives of
patients with hematologic disorders and cancer. Founded in 1996,
Rigel is based in South San Francisco,
California. For more information on Rigel, the company's
marketed products and pipeline of potential products, visit
www.rigel.com.
Forward Looking Statements
This press release
contains forward-looking statements relating to, among other
things, future Rigel stock price, expected market impact on
Rigel stock, expectations related to the potential and market
opportunity of Rigel stock, the effect of the Reverse Stock Split
on marketability to and acceptance by institutional investors and
other members of the investing public and impressions of the
company in the market, the effect of the Reverse Stock Split on
Rigel stock and stockholders, our ability to maintain compliance
with the Nasdaq continued listing requirements, and Rigel's future
performance. Any statements contained in this press release that
are not statements of historical fact may be deemed to be
forward-looking statements. Forward-looking statements can be
identified by words such as "plan", "potential", "may", "expects",
"will" and similar expressions in reference to future periods.
Forward-looking statements are neither historical facts nor
assurances of future performance. Instead, they are based on
Rigel's current beliefs, expectations, and assumptions and hence
they inherently involve significant risks, uncertainties and
changes in circumstances that are difficult to predict and many of
which are outside of our control. Therefore, you should not
rely on any of these forward-looking statements. Actual results and
the timing of events could differ materially from those anticipated
in such forward looking statements as a result of these risks and
uncertainties, which include, without limitation, risks and
uncertainties associated with our ability to maintain compliance
with Nasdaq's continued listing requirements, including the minimum
bid price requirement of $1.00 per
share; as well as other risks detailed from time to time in Rigel's
reports filed with the Securities and Exchange Commission,
including its Annual Report on Form 10-K for the year ended
December 31, 2023 and subsequent
filings. Any forward-looking statement made by us in this press
release is based only on information currently available to us
and speaks only as of the date on which it is made. Rigel does not
undertake any obligation to update forward-looking statements,
whether written or oral, that may be made from time to time,
whether as a result of new information, future developments or
otherwise, and expressly disclaims any obligation or undertaking to
release publicly any updates or revisions to any forward-looking
statements contained herein, except as required by law.
Contact for Investors & Media:
Investors:
Rigel Pharmaceuticals, Inc.
650.624.1232
ir@rigel.com
Media:
David
Rosen
Argot Partners
212.600.1902
david.rosen@argotpartners.com
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SOURCE Rigel Pharmaceuticals, Inc.