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8-K - CURRENT REPORT - TENAX THERAPEUTICS, INC. | tenx_8k.htm |
EX-3.1 - CERTIFICATE OF AMENDMENT - TENAX THERAPEUTICS, INC. | tenx_ex31.htm |
Exhibit 99.1
Tenax Therapeutics Announces Reverse Stock Split
Morrisville, NC, February 23, 2018 - Tenax Therapeutics,
Inc. (NASDAQ:
TENX), a specialty pharmaceutical company
focused on providing products to address conditions with
significant unmet medical needs, today announced a reverse stock
split of its shares of common stock at a ratio of 1-for-20.
Beginning with the opening of trading on Monday, February 26,
2018, the Company's common stock will continue to trade on the
Nasdaq Capital Market ("Nasdaq") under the symbol "TENX," but will
trade on a split-adjusted basis under a new CUSIP number, 88032L
209. The reverse stock split was approved by stockholders at
the Special Meeting of Stockholders held on February 15, 2018
and the reverse stock split ratio was approved by the
Company’s Board of Directors on that same
date.
On September 12, 2017, the Company received a notice from Nasdaq
granting the Company an additional 180 calendar days, or until
March 12, 2018, to regain compliance with the minimum $1.00 bid
price per share requirement for continued listing on the Nasdaq
Capital Market. To regain compliance, the Company’s common
stock must have a minimum bid price per share of at least $1.00 for
10 consecutive business days. The reverse stock split is intended
to increase the market price per share to help ensure a share price
high enough to satisfy the $1.00 minimum bid price requirement by
Nasdaq. However, there is no assurance that the reverse stock split
will have the desired effect of sufficiently increasing the bid
price of the Company’s common stock for the required
period.
As a result of the reverse stock split, every 20 shares of the
Company's common stock issued and outstanding on the effective date
will be combined into one issued and outstanding share, with no
change in the nominal par value per share of $0.0001. No fractional
shares will be issued as a result of the reverse stock split.
Instead, the company will round up to the nearest whole number the
amount of shares stockholders would be entitled to receive in
connection with the reverse stock split. The reverse stock split
reduces the number of shares of the Company's common stock
outstanding from approximately 28.2 million pre-reverse split
shares to approximately 1.4 million post-reverse split shares. A
proportionate adjustment will be made to the per-share exercise
prices and number of shares issuable under all outstanding stock
options and warrants.
For more information regarding the Company’s reverse stock
split, please refer to the definitive proxy statement filed by the
Company with the Securities and Exchange Commission on Schedule DEF
14A on January 16, 2018. The definitive proxy statement is
available online on the company’s Investor website page
(http://investors.tenaxthera.com)
under the SEC Filings tab.
About Tenax Therapeutics
Tenax Therapeutics, Inc., is a specialty pharmaceutical company
focused on licensing, development, and commercialization of drugs
that address conditions with high unmet medical need. The Company
has a world-class scientific team including recognized global
experts in pulmonary hypertension. The Company owns the North
American rights to develop and commercialize Levosimendan. For more
information, visit www.tenaxthera.com.
About Levosimendan
Levosimendan is a calcium sensitizer that works through a unique
triple mechanism of action. It initially was developed for
intravenous use in hospitalized patients with acutely decompensated
heart failure. It was discovered and developed by Orion Pharma,
Orion Corporation of Espoo Finland, and is currently approved in
over 60 countries for this indication and not available in the
United States. Tenax Therapeutics acquired the North American
rights to develop and commercialize levosimendan from Phyxius
Pharma, Inc.
Caution Regarding Forward-Looking Statements
This news release contains certain forward-looking statements by
the company that involve risks and uncertainties and reflect the
Company’s judgment as of the date of this release. The
forward-looking statements are subject to a number of risks and
uncertainties, including, but not limited to that there may be
matters beyond the Company’s control that could lead to the
Company not remaining in compliance with Nasdaq rules and
ultimately delisting from Nasdaq if compliance is not maintained,
along with other risks and uncertainties as described in the
Company’s filings with the Securities and Exchange
Commission, including in its annual report on Form 10-K filed on
March 16, 2017, its quarterly report on Form 10-Q filed on November
9, 2017 as well as its other filings with the SEC. The Company
disclaims any intent or obligation to update these forward-looking
statements beyond the date of this release. Statements in this
press release regarding management’s future expectations,
beliefs, goals, plans or prospects constitute forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995.
Investor Contact
Robert Haag
IRTH Communications
TENX@irthcommunications.com
800-439-1433