BOSTON, July 11, 2022 /PRNewswire/ — Stealth BioTherapeutics Corp (Nasdaq: MITO), a clinical-stage biotechnology company focused on the discovery, development and commercialization of novel therapies for diseases involving mitochondrial dysfunction, announced that it has received a letter from the Department Listing Qualifications of The Nasdaq Stock Market LLC (“Nasdaq”) on July 7, 2022 advising the Company that, based on the Company’s continued failure to meet the minimum offering price and market value requirements for listed securities as set forth in Nasdaq’s listing rules 5450(a)(1 ) and 5450(b)(2), the Company’s securities would be delisted from the Nasdaq unless the Company timely requests a hearing before the Nasdaq Hearings Panel (the “Panel”).

Pursuant to the letter, unless the Company requests an appeal, trading in the Company’s American Depositary Shares will be suspended at the opening of business on July 18, 2022, and a Form 25-NSE will be filed with the Securities and Exchange Commission, which will remove the company’s securities from listing and registration on the Nasdaq stock market. The Company expects to request a panel hearing in due course, such request will suspend any further action by Nasdaq at least until the hearing process is complete.

As previously indicated, the Company has received a preliminary non-binding proposal letter dated June 24, 2022 of Morningside Venture (I) Investments Ltd. for itself and on behalf of its affiliates (“Morningside”) and J. Wood Capital Advisors LLC to acquire all outstanding shares of common stock of the Company not already beneficially owned by Morningside under a privatization transaction (the “proposed transaction”). The Special Committee of three independent directors of the Company’s Board of Directors has retained the services of Houlihan Lokey Capital, Inc. as financial advisor to assist the Special Committee in its review of the proposed transaction and any other strategic transactions involving the society. No decision has been made at this time regarding the proposed transaction. Depending on the status of the proposed transaction, the Company may discuss it with the panel and request an extension of time to complete the proposed transaction if necessary. The Company further intends to present to the Panel its plan to regain compliance with all applicable listing criteria and request an extension of time to do so.

About Stealth

We are a clinical-stage biotechnology company focused on the discovery, development and commercialization of novel therapies for diseases involving mitochondrial dysfunction. Mitochondria, found in almost every cell in the body, are the body’s main source of energy production and are essential for the normal functioning of organs. Dysfunctional mitochondria characterize a number of rare genetic diseases and are implicated in many common age-related diseases, typically involving energy-intensive organ systems such as the heart, eyes, and brain. We believe that our lead product candidate, elamipretide, has the potential to treat both rare metabolic cardiomyopathies, such as Barth syndrome, DMD and Friedreich’s ataxia, primary mitochondrial myopathy caused by mutations of nuclear DNA, as well as ophthalmic diseases resulting in mitochondrial dysfunction, such as dryness, age-related macular degeneration and Leber’s hereditary optic neuropathy. We are evaluating our second-generation clinical-stage candidate, SBT-272, and our novel small molecule series, SBT-550, for rare neurological disease indications following promising preclinical data. We have optimized our discovery platform to identify novel mitochondria-targeting compounds that can be designated as drug candidates or used as mitochondria-targeting vectors to deliver other compounds to mitochondria.

Forward-looking statements

This report on Form 6-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include those regarding Stealth BioTherapeutics’ expectations regarding its continued Nasdaq listing and interactions with the Nasdaq, including its intention to appeal the letter. Statements that are not historical facts, including statements about Stealth BioTherapeutics’ beliefs, plans and expectations, are forward-looking statements. The words “anticipate”, “expect”, “hope”, “plan”, “potential”, “possible”, “will”, “believe”, “estimate”, “intend”, ” may”, “predict”, “project”, “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Stealth BioTherapeutics may not achieve the plans, intentions or expectations disclosed in such forward-looking statements, and you should not place undue reliance on such forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements due to known and unknown risks, uncertainties and other important factors, including: Stealth BioTherapeutics’ ability to obtain additional financing and to continue a business as a going concern; the impact of the COVID-19 pandemic; the ability to successfully demonstrate the efficacy and safety of Stealth BioTherapeutics’ and future product candidates; preclinical and clinical results of Stealth BioTherapeutics’ product candidates, which may not support further development and marketing approval; the potential benefits of Stealth BioTherapeutics’ product candidates; the content and timing of decisions made by the U.S. Food and Drug Administration or other regulatory authorities, research review boards at clinical trial sites, and publication review bodies, which may affect the initiation, timing and progress of preclinical studies and clinical trials of the Stealth BioTherapeutics product candidates; Stealth BioTherapeutics’ ability to obtain and maintain required regulatory approvals and enroll patients in its planned clinical trials; unforeseen cash requirements and expenditures; competitive factors; Stealth BioTherapeutics’ ability to obtain, maintain and enforce patent and other intellectual property protections for any product candidates it develops; and general economic and market conditions. These and other risks are described in greater detail under the heading “Risk Factors” included in Stealth BioTherapeutics’ most recent Annual Report on Form 20-F filed with the Securities and Exchange Commission (“SEC”), as well as in any future filings. with the SEC. Forward-looking statements represent management’s current expectations and are inherently uncertain. Except as required by law, Stealth BioTherapeutics undertakes no obligation to update any forward-looking statements we have made to reflect subsequent events or circumstances.

Investor Relations
Kendall Investor Relations
Adam Berodoctorate
[email protected]

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SOURCE Stealth BioTherapeutics Inc.