PRINCETON, N.J., Oct. 3, 2008 (GLOBE NEWSWIRE) -- Pharmacopeia (Nasdaq:PCOP), an innovator in the discovery and development of novel small molecule therapeutics, today announced it received a notice on September 30, 2008 from The Nasdaq Stock Market indicating that the company is not in compliance with the continued listing requirements of The Nasdaq Global Market under Nasdaq Marketplace Rule 4450(b)(1)(A). The company received this notice because the market value of its listed securities was below $50 million for 10 consecutive trading days. The notice further states that the company is not in compliance with the alternative test under Nasdaq Marketplace Rule 4450(b)(1)(B), which requires total assets and total revenue of $50 million each for the most recently completed fiscal year or two of the last three most recently completed fiscal years. This notification has no immediate effect on the listing of the company's common stock on The Nasdaq Global Market.
Pharmacopeia may regain compliance with the minimum market value of listed securities standard if, at anytime prior to October 30, 2008, the market value of Pharmacopeia's common stock is $50 million or more for a minimum of 10 consecutive business days (or such longer period of time as may be required by Nasdaq, at its discretion). If Pharmacopeia has not demonstrated compliance with The Nasdaq Global Market listing standards by October 30, 2008, Nasdaq will provide the company with written notice that its securities will be de-listed. At that time, Pharmacopeia may appeal Nasdaq's determination to the Nasdaq Listing Qualifications Panel. This appeal process may take several weeks, during which time Pharmacopeia's common stock will continue to trade on The Nasdaq Global Market.
The company plans to exercise diligent efforts to maintain the listing of its common stock on The Nasdaq Global Market, but there is no assurance that it will be successful in doing so. Alternatively, the company may apply to transfer its common stock to The Nasdaq Capital Market. Pharmacopeia believes it currently satisfies the criteria for listing on The Nasdaq Capital Market.
On September 24, 2008, Pharmacopeia entered into a definitive merger agreement with Ligand Pharmaceuticals Incorporated (Ligand), under which Ligand will acquire Pharmacopeia. This transaction is expected to close by the first quarter of 2009 and is subject to the approval of Pharmacopeia stockholders and antitrust regulatory clearance, as well as other customary closing conditions.
Additional Information and Where to Find It
Ligand intends to file with the Securities and Exchange Commission (the "SEC") a Registration Statement on Form S-4, which will include a proxy statement of the company and other relevant materials in connection with the proposed transaction. The proxy statement will be mailed to the company's stockholders. Investors and stockholders of the company are urged to read the proxy statement and the other relevant materials when they become available because they will contain important information about the company, Ligand and the proposed transaction. The proxy statement and other relevant materials (when they become available), and any other documents filed by Ligand or the company with the SEC, may be obtained free of charge at the SEC's web site at www.sec.gov.
