aibioOvid Therapeutics gets Nasdaq minimum bid price notice, has until August 11, 2025
Tickers OVID
Nasdaq says Ovid's average closing bid price was below $1.00 for 31 consecutive trading days. The company has 180 calendar days to regain compliance and says its Nasdaq listing is unaffected for now.
Key facts
- Company
- Ovid Therapeutics Inc. (NASDAQ: OVID)
- News type
- Listings
- Primary source
- Ovid Therapeutics Inc. Form 8-K filed February 13, 2025 (SEC EDGAR)
Ovid Therapeutics Inc. (Nasdaq: OVID) said it received a Nasdaq minimum bid price deficiency notice on February 10, 2025. The company disclosed the letter in a Form 8-K filed February 13, 2025, under Item 3.01. Nasdaq told Ovid that the average closing bid price of its common stock was below the minimum of $1.00 per share during the last 31 consecutive trading days. Jeffrey Rona, Chief Business and Financial Officer, signed the filing.
What the Nasdaq notice says
The letter came from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC. It cites Rule 5450(a)(1) of Nasdaq's Listing Rules, which sets the minimum closing bid price of $1.00 per share for continued listing.
The 8-K says the notice has no immediate impact on the listing of the common stock, which will continue to be listed and trade on Nasdaq, subject to the company's continued compliance with the other listing requirements.
The deadline to regain compliance
Under Nasdaq Listing Rule 5810(c)(3)(A), Ovid has 180 calendar days, or until August 11, 2025, to cure the deficiency and regain compliance with the minimum bid price. The filing calls that date the Compliance Date. To regain compliance, the closing bid price must be at least $1.00 per share for a minimum of 10 consecutive business days before the Compliance Date.
Ovid says it intends to monitor the closing bid price and explore available options to regain compliance within the period.
What happens if the price stays low
The 8-K describes two further steps. First, if the company does not show compliance by the Compliance Date, it may be eligible for an additional 180-day period, but only if it applies to transfer the listing of its common stock to the Nasdaq Capital Market. To qualify, it would have to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards except the bid price requirement. It would also have to give Nasdaq written notice that it intends to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary.
Second, if the company fails to regain compliance or transfer before the Compliance Date, Nasdaq will send a written notice that the common stock is subject to delisting. Ovid could then appeal to a Nasdaq Hearings Panel. The filing says there can be no assurance that an appeal would succeed, that the company could show compliance with the terms of any extension the panel grants, or that it will regain compliance with the bid price requirement or stay in compliance with other Nasdaq rules.
The 8-K itself is the disclosure that Nasdaq's rules require. It says the filing is made to satisfy Nasdaq Listing Rule 5810(b) and Item 3.01(a) of Form 8-K, which require a public announcement of the deficiency.
About the company
Ovid's annual report on Form 10-K, filed March 8, 2024, describes Ovid as a biopharmaceutical company dedicated to meaningfully improving the lives of people affected by certain epilepsies and brain conditions with seizure symptoms.
The 10-K covers 2023, so it is more than a year older than the notice, and the 8-K does not update it. As of that report, the pipeline included soticlestat, a cholesterol 24 hydroxylase inhibitor. Takeda Company Limited was evaluating it in two pivotal Phase 3 trials for Dravet syndrome and Lennox-Gastaut syndrome. The 10-K says Takeda purchased Ovid's rights to soticlestat, and that Ovid keeps a significant financial interest through potential regulatory and commercial milestones of up to $660.0 million and net sales-based royalty payments from low double digits up to 20%. It also says Ovid sold a 13% stake in those milestone and royalty payments to Ligand Pharmaceuticals Incorporated for $30.0 million.
The report puts cash, cash equivalents and marketable securities at $105.8 million as of December 31, 2023. Ovid recorded a net loss of $52.3 million for 2023 and $54.2 million for 2022, and an accumulated deficit of $277.9 million at the end of 2023. The company said it expected to continue to incur significant expenses.