MENLO PARK, Calif., May 21, 2021 (GLOBE NEWSWIRE) – 180 Life Sciences Corp. (NASDAQ: ATNF) (“180 Life Sciences” or the “Company”), a clinical-stage biotechnology company focused on the development of new drugs that address unmet needs in inflammatory diseases, fibrosis and pain, has announced today that it has received an expected letter from the listing qualifications department of The Nasdaq Stock Market LLC (“Nasdaq”) stating that the company is not in compliance with the Nasdaq 5250 (c) (1) listing rule because it has not yet filed its quarterly report on Form 10-Q for the quarter ended March 31, 2021 (the “Form 10-Q T1 2021”) with the Securities and Exchange Commission (the “SEC”). The Nasdaq notification letter has no immediate effect on the listing or trading of the Company’s common shares on the Nasdaq Capital Market.
Due to the amended and restated financial statements of its predecessor, KBL Merger Corp. IV, previously filed for the periods ended June 30, 2020 and September 30, 2020, and the guidance provided by the SEC on April 12, 2021 in the form of statement issued, regarding accounting and reporting considerations for warrants issued by special purpose acquisition companies, the Company was unable to complete the preparation of its financial statements as at December 31, 2020 , for verification by its independent auditors, in a timely manner and was unable to timely file its annual report on Form 10-K (the “2020 Form 10-K”). On April 16, 2021, the Nasdaq provided the company with a discrepancy letter regarding our failure to timely file our 2020 Form 10-K, as previously reported. As we are still working to complete and file our 2020 10-K form, we were unable to complete our 10-Q Q1 2021 form.
Nasdaq has indicated that the company has 60 calendar days from the initial discrepancy letter, or until June 15, 2021, to file both the 2020 Form 10-K and Q1 2021 Form 10-Q with the DRY. If the company is unable to file both the 2020 Form 10-K and Q1 2021 Form 10-Q with the SEC by June 15, 2021, the company intends to submit a plan to restore the compliance with Nasdaq listing rules on or before that date. Dated. If the Nasdaq accepts the company’s plan, the Nasdaq may grant an extension of up to 180 calendar days from the 2020 Form 10-K due date, or until October 12, 2021, to restore the conformity. However, there can be no assurance that the Nasdaq will accept the company’s plan to restore compliance or that the company will be able to restore compliance during any extension period granted by the Nasdaq. If the Company fails to comply with the Nasdaq listing rules in a timely manner, the Company’s common shares will be subject to delisting on the Nasdaq Capital Market.
Our auditors are still auditing our financial statements as at December 31, 2020 and reviewing our financial statements as at March 31, 2021, and we plan to file our 2020 Form 10-K and Q1 2021 Form 10-Q as soon as possible within the time limits prescribed by the Nasdaq.
Approximately 180 Life Sciences Corp.
180 Life Sciences Corp. is a clinical-stage biotechnology company focused on the development of novel drugs that address unmet needs in inflammatory disease, fibrosis and pain by leveraging the combined expertise of leading therapeutics in the world. ‘University of Oxford, Hebrew University and Stanford University. 180 Life Sciences is leading research to solve one of the world’s biggest disease drivers: inflammation. The Company is conducting groundbreaking studies in clinical programs, which seek to develop new drugs to treat distinct areas of inflammation for which there are no effective therapies. The Company’s main platform is a new program for the treatment of fibrosis using anti-TNF (tumor necrosis factor).
This press release contains “forward-looking statements”, including information on management’s opinion of the Company’s future expectations, plans and prospects, within the scope of the safe harbor provisions of Private Law. Securities Litigation Reform Act of 1995 (the “Act”). Words such as “expect”, “estimate”, “project”, “budget”, “plan”, “anticipate”, “intend”, “plan”, “may”, “will”, ” could “,” should, “” Believe “,” predicted “,” potential “,” continue “and similar expressions are intended to identify such forward-looking statements. These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from expected results and, therefore, you should not rely on these forward-looking statements as predictions of future events. These forward-looking statements and factors that may cause such differences include, without limitation, statements relating to expectations regarding the capitalization, resources and financing of the Company; expectations regarding future performance, growth and planned acquisitions; the company’s continued listing on the NASDAQ Stock Exchange; the ability of the Company to execute its plans for the development and commercialization of new pharmaceutical products and the timing and costs of such development programs; estimates of the size of markets for its potential pharmaceutical products; a potential dispute involving the Company or the validity or enforceability of the Company’s intellectual property; global economic conditions; geopolitical events and regulatory changes; expectations, development plans and expected timelines for the Company’s drug candidates, pipeline and programs, including collaborations with third parties; access to additional funding and the potential lack of such funding; and the company’s ability to raise funds in the future and the terms of that financing. These and other risk factors are included from time to time in the documents that the company files with the Securities and Exchange Commission, including, but not limited to its Forms 10-K, 10-Q and 8. -K, as well as in the proxy circular / final prospectus that the Company filed in connection with the recent merger. These reports and documents are available at www.sec.gov. All subsequent written and oral forward-looking statements regarding the Company or other matters and attributable to the Company or any person acting on its behalf are expressly qualified in their entirety by the above cautionary statements. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of their publication, including any forward-looking statements included in this press release, which are made only as of the date hereof. . The Company cannot guarantee future results, activity levels, performance or achievements. Therefore, you should not place undue reliance on these forward-looking statements. The Company does not undertake or accept any obligation or commitment to publicly post any updates or revisions to any forward-looking statement to reflect any change in its expectations or any change of events, conditions or circumstances upon which a such statement is based, unless otherwise provided by law.
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180 Life Sciences Corp