La Jolla Pharmaceutical Company (NASDAQ: LJPC) today announced that it
received a delisting notice from the Nasdaq Stock Market LLC on January
19, 2010. The notice indicates Nasdaq’s belief that the Company is
operating as a "public shell” and that the resulting entity in the
proposed merger between the Company and Adamis Pharmaceuticals
Corporation (OTCBB: ADMP.OB) will not meet Nasdaq’s initial listing
requirements. Nasdaq has determined that the continued listing and
trading of public shells could be detrimental to the interests of the
investing public. Listing Rule 5101 provides Nasdaq with discretionary
authority to apply more stringent criteria for continued listing and
terminate the inclusion of particular securities based on any event that
occurs that in the opinion of Nasdaq makes inclusion of the securities
on Nasdaq inadvisable or unwarranted.
The Company intends to appeal the determination in the January 19
letter. Absent such an appeal, trading of the Company’s common stock
would be suspended at the open of business on January 28, 2010 and a
Form 25-NSE would be filed with the Securities and Exchange Commission
to remove the Company’s securities from listing and registration on
Nasdaq.
The Company’s appeal will stay the suspension of the trading of the
Company’s common stock pending a final decision by a Nasdaq Listing
Qualifications Panel. Accordingly, the Company does not expect any
change to its listing status until after the hearing date, which is
expected to take place within four to six weeks. Notwithstanding the
appeal, the Company expects that its stock will be delisted following
the completion of the merger with Adamis as the transaction will
constitute a change of control and the combined entity is not expected
to satisfy the Nasdaq initial listing standards that would be applied at
that time.