ARCA biopharma, Inc. Announces Reverse Stock Split
ARCA biopharma, Inc. (Nasdaq: ABIO), a biopharmaceutical company
developing genetically-targeted therapies for atrial fibrillation, heart
failure and other cardiovascular diseases, today announced a 6-for-1
reverse split of its common stock. The reverse stock split became
effective on March 4, 2013 at 5:01 p.m. Eastern Time, and ARCA’s common
stock will continue trading on The NASDAQ Capital Market, on a
split-adjusted basis, when the market opens on Tuesday, March 5, 2013.
At the effective time of the reverse stock split, every six shares of
ARCA’s issued and outstanding common stock converted automatically into
one issued and outstanding share of common stock, without any change in
the par value per share. The reverse stock split reduced the number of
shares of ARCA’s issued and outstanding common stock from approximately
19.1 million shares to approximately 3.2 million shares. In addition,
the reverse stock split effected a proportionate adjustment to the per
share exercise price and the number of shares issuable upon the exercise
or settlement of all outstanding options and warrants to purchase shares
of ARCA’s common stock, and the number of shares reserved for issuance
pursuant to ARCA’s existing stock option plans were reduced
proportionately. No fractional shares will be issued as a result of the
reverse stock split, and stockholders who otherwise would be entitled to
a fractional share will receive, in lieu thereof, a cash payment based
on the closing sale price of ARCA’s common stock as reported today on
the NASDAQ Capital Market. ARCA’s transfer agent will provide
instructions to stockholders regarding the process for exchanging
shares. Additional information regarding the reverse stock split can be
found in ARCA’s definitive proxy statement filed with the Securities and
Exchange Commission on February 1, 2013.
The purpose of the reverse stock split is to raise the per share trading
price of ARCA’s common stock to regain compliance with the $1.00 per
share minimum bid price requirement for continued listing on The NASDAQ
Capital Market. As previously disclosed, in order to maintain ARCA’s
listing on The NASDAQ Capital Market, the common stock must have a
minimum closing bid price of $1.00 per share for a minimum of ten
consecutive trading days prior to April 9, 2013. There can be no
assurance that ARCA will regain compliance with the minimum bid price
requirement.
About ARCA biopharma
ARCA biopharma is dedicated to developing genetically-targeted therapies
for cardiovascular diseases. The Company's lead product candidate,
GencaroTM (bucindolol hydrochloride), is an investigational,
pharmacologically unique beta-blocker and mild vasodilator being
developed for atrial fibrillation. ARCA has identified common genetic
variations that it believes predict individual patient response to
Gencaro, giving it the potential to be the first genetically-targeted
atrial fibrillation prevention treatment. ARCA has a collaboration with
the Laboratory Corporation of America (LabCorp), under which LabCorp has
developed a companion genetic test for Gencaro. For more information
please visit www.arcabiopharma.com.
Safe Harbor Statement
This press release and the associated presentation may contain
"forward-looking statements" for purposes of the safe harbor provided by
the Private Securities Litigation Reform Act of 1995. These statements
include, but are not limited to, statements regarding genetic variations
to predict individual patient response to Gencaro, Gencaro’s potential
to treat atrial fibrillation, future treatment options for patients with
atrial fibrillation, the potential for Gencaro to be the first
genetically-targeted atrial fibrillation prevention treatment, and
ARCA’s ability to regain compliance with NASDAQ Capital Market minimum
bid price. Such statements are based on management's current
expectations and involve risks and uncertainties. Actual results and
performance could differ materially from those projected in the
forward-looking statements as a result of many factors, including,
without limitation, the risks and uncertainties associated with: the
Company's financial resources and whether they will be sufficient to
meet the Company's business objectives and operational requirements;
results of earlier clinical trials may not be confirmed in future
trials, the protection and market exclusivity provided by the Company’s
intellectual property; risks related to the drug discovery and the
regulatory approval process; the impact of competitive products and
technological changes; and the impact of the reverse split on ARCA’s
continuing share price. These and other factors are identified and
described in more detail in ARCA’s filings with the SEC, including
without limitation the Company’s annual report on Form 10-K for the year
ended December 31, 2011 and subsequent filings. The Company disclaims
any intent or obligation to update these forward-looking statements.