Adamis Pharmaceuticals Corporation (NASDAQ:ADMP), a commercial-stage biopharmaceutical company, announced today that it will effect a 1-for-70 reverse stock split of its common stock that will become effective on May 22, 2023, at 12:01 a.m., Eastern Time. Adamis’ common stock will continue to trade on The Nasdaq Capital Market (“Nasdaq”) under the symbol “ADMP” and will begin trading on a split-adjusted basis when the market opens on May 22, 2023.
The reverse stock split is primarily intended to increase the market price per share of the Company’s common stock to regain compliance with the minimum bid price requirement for maintaining its listing on Nasdaq. To regain compliance with this requirement, the closing bid price of the common stock must be at least $1.00 per share for a minimum of 10 consecutive business days by June 26, 2023. The reverse stock split is also a closing condition pursuant to the Company’s previously announced merger transaction with DMK Pharmaceuticals Corporation.
At the Company’s Special Meeting of Stockholders held on May 15, 2023, stockholders approved a proposal to authorize a reverse stock split, at a ratio of between 1-for-2 to 1-for 100. Following the Special Meeting, the board of directors of the Company met and approved the 1-for-70 reverse split ratio and the Company subsequently filed a Certificate of Amendment (the “Charter Amendment”) to its Restated Certificate of Incorporation (the “Restated Certificate”) to effect the reverse split. The new CUSIP number for the common stock following the reverse split will be 00547W 307.
The reverse split will affect all issued and outstanding shares of common stock. All outstanding options, restricted stock unit awards, and warrants will be proportionately adjusted as a result of the reverse split, pursuant to their respective terms. The par value of the common stock will remain at $0.0001 per share and the total number of authorized shares of common stock and preferred stock provided in the Restated Certificate will remain unchanged. No fractional shares will be issued in connection with the Reverse Split. Stockholders who would otherwise be entitled to receive a fractional share will instead receive a cash payment (without interest) equal to the fair value of the fractional share. The reverse split will affect all stockholders uniformly and will not alter any stockholder’s percentage interest in the Company’s equity (other than as a result of the payment of cash in lieu of fractional shares).