Adaptimmune Therapeutics plc announced the delisting of its American Depositary Shares (ADSs) from Nasdaq and deregistration under the Securities Exchange Act of 1934. The decision was made by the company's Board of Directors following a strategic review and a transaction with US WorldMeds. The delisting and deregistration will enable the company to focus on its business strategy and explore alternative growth opportunities.
Adaptimmune Therapeutics plc (NASDAQ: ADAP) has announced the delisting of its American Depositary Shares (ADSs) from Nasdaq and deregistration under the Securities Exchange Act of 1934. The decision was made by the company's Board of Directors following a strategic review and a transaction with US WorldMeds. The delisting and deregistration will enable the company to focus on its business strategy and explore alternative growth opportunities.
The company received a written notice from the Nasdaq Hearings Panel on September 22, 2025, confirming that it had been granted an exception period to regain compliance with Nasdaq Listing Rule 5550(a)(2), which requires a minimum bid price of $1.00 per share. The company had until December 1, 2025, to regain compliance with the Bid Price Rule. Failure to do so would have resulted in the delisting of the company's ADSs from Nasdaq.
On October 16, 2025, the company notified Nasdaq that it intends to file a Form 25 with the SEC on or about October 28, 2025, to effect the voluntary delisting of its ADSs from Nasdaq and to deregister the ADSs under Section 12(b) of the Exchange Act. Following confirmation by Nasdaq, the company currently expects that the trading of its ADSs on Nasdaq will be suspended following the closing of trading on Nasdaq on or about October 27, 2025.
The company expects that its ADSs will be quoted on the OTC Pink Limited Market, a market operated by OTC Markets Group Inc. However, there is no guarantee that a broker will continue to make a market in the ADSs, and that trading of the ADSs will continue on an OTC market or otherwise.
Ninety days after the date of filing of the Form 25, the deregistration of the company's ADSs under Section 12(b) of the Exchange Act is expected to become effective. Following the delisting of the company's ADSs from Nasdaq, the company intends to file a Form 15 with the SEC certifying that it has fewer than 300 shareholders of record, upon which the company's filing obligations under the Exchange Act will immediately be suspended, including the obligations to file all periodic reports.
The Board believes that the decision to delist the ADSs from Nasdaq and deregister and suspend the company's reporting obligations under the Exchange Act is in the best interests of the company and the holders of its ordinary shares and ADSs. As the company continues with its efforts to maximize value from its remaining assets, the Board has determined that the burdens associated with operating as a registered public company listed on Nasdaq outweigh any advantages to the company and the holders of its ordinary shares and ADSs.
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