SAN DIEGO, Sept. 21 /PRNewswire/ -- Protein Polymer Technologies, Inc.
(Nasdaq: PPTI) reports today that it received notification from the Nasdaq
Listing Qualifications Panel that the panel had determined to delist the
Company's common stock from quotation on The Nasdaq Stock Market effective
with the close of business yesterday, September 20, 1999, due to the Company's
failure to meet the net tangible assets and minimum bid price maintenance
criteria for continued listing.
The Company's common stock may be eligible to trade on the OTC Bulletin
Board. Rule 15c2-11 under the Exchange Act specifies certain information that
broker-dealers are required to maintain regarding securities traded in the
over-the counter markets. An exemption from Rule 15c2-11 has been granted
under certain circumstances to permit a broker-dealer, without having the
information specified by Rule 15c2-11, to publish in, or submit for
publication in, a quotation medium, quotations for a security immediately
after such security has been delisted from The Nasdaq Stock Market. In
addition, as a consequence of the delisting, the Company's common stock may
become subject to regulation as a "penny stock." The Securities and Exchange
Commission has adopted regulations which generally define "penny stock" to be
any equity security that has a market price or exercise price less than
$5.00 per share, subject to certain exceptions, including listing on the
Nasdaq SmallCap Market. If no other exception applies, the Company's common
stock may become subject to the SEC's Penny Stock Rules, Rule 15g-1 through
Rule 15g-9 under the Exchange Act. For transactions covered by these rules,
broker-dealers must make a special suitability determination for the purchase
of such securities and must have received the purchaser's written consent to
the transaction prior to the purchase. Additionally, for any transaction
involving a penny stock, unless exempt, the rules require the delivery, prior
to the transaction, of a risk disclosure document mandated by the SEC relating
to the penny stock market. The broker-dealer must also disclose the
commission payable to both the broker-dealer and the registered
representative, current quotations for the securities and, if the
broker-dealer is the sole market maker, the broker-dealer must disclose this
fact and the broker-dealer's presumed control over the market. Finally,
monthly statements must be sent disclosing recent price information for the
penny stock held in the account and information on the limited market in penny
stocks. Rule 15g-9 under the Exchange Act imposes additional sales practice
requirements on broker dealers who sell such securities except in transactions
exempted from such rule. Such exempt transactions include those meeting the
requirements of Rule 505 or 506 of Regulation D promulgated under the
Securities Act and transactions in which the purchaser is an institutional
accredited investor or an established customer of the broker dealer.
The Company has completed a subsequent closing of a private placement of
its Series G Convertible Preferred Stock with a small group of accredited and
institutional investors. Together with the initial closing previously
announced on August 17, 1999, PPTI received approximately $2.1 million. Each
share of Series G Preferred Stock was priced at $100 per share and can be
converted at any time by the holder into common stock at conversion price of
$0.50 per share, subject to certain antidilution adjustments. Each share of
Series G Preferred Stock also received a common stock warrant, exercisable for
12 months, that allows the holder to acquire 200 shares of PPTI common stock
at an exercise price of $0.50 per share. The Series G Preferred Stock,
warrants and underlying common stock have not been registered under the
Securities Act of 1933, as amended, and may not be offered or sold in the
United States absent registration or an applicable exemption from registration
requirements. The proceeds will enable the Company to begin human clinical
testing scheduled to begin this fall of the Company's lead product, an
injectable treatment for female stress urinary incontinence.
Protein Polymer Technologies, Inc., a San Diego based biotechnology
company, has developed a protein-based technology platform that allows
creation of new biomaterials which target multiple applications in biomedical
markets. The different classes of biocompatible polymers developed by PPTI
have been genetically engineered to enable cell growth, promote the
regeneration of tissue, bond to synthetic surfaces and resorb into tissue at
controlled rates. Targeted applications include tissue adhesives and
sealants, tissue augmentation, wound healing and drug delivery vehicles.
This press release may contain forward-looking statements that are based
on management's expectations. Actual results could differ materially from
those expressed here; further, the Company is not obligated to comment
specifically on those differences. Risks associated with the Company's
activities include raising adequate capital to continue operations, scientific
and product development uncertainties, competitive products and approvals and
manufacturing scale-up. The reader is encouraged to refer to the Company's
1998 Annual Report on Form 10-KSB, and recent filings with the Securities and
Exchange Commission, copies of which are available from the Company, to
further ascertain the risks associated with the above statements.
PPTI's press releases are on the internet at http://www.ppti.com or on PR
Newswires's Company News On Call at http://www.prnewswire.com and can be
received via Fax on Demand at (800) 758-5804 extension 721876.
SOURCE Protein Polymer Technologies, Inc.
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Related links:
http://www.ppti.com
Company News On-Call:
http://www.prnewswire.com/comp/721876.html or fax,
800-758-5804, ext. 721876
CONTACT:
J. Thomas Parmeter, President, or Janis
Neves, Director of Finance, both of Protein Polymer Technologies,
Inc., 619-558-6064, info@ppti.com
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