Medigus Receives Nasdaq Letter Regarding Audit Committee Compliance
September 15 2016 - 7:00AM
Medigus Ltd. (NASDAQ:MDGS) (TASE:MDGS), a medical device company
developing minimally invasive endosurgical tools and a leader in
direct visualization technology, today announced that in connection
with the previously announced resignation of Mr. Ori Hershkovitz as
an external director of the Company on August 15, 2016, the Company
has received a letter from The Nasdaq Stock Market dated September
12, 2016, indicating that the Company is no longer in compliance
with Nasdaq’s audit committee requirement as set forth in Nasdaq
Listing Rule 5605, which requires that the Company’s audit
committee be comprised of at least three members, each of whom are
independent.
Consistent with Marketplace Rule 5605(c)(4) the
Company has until (i) the earlier of its next annual shareholders
meeting or August 15, 2017, or (ii) if the next annual shareholders
meeting is held before February 13, 2017, then the Company has
until February 17, 2017, to name a third director as a member of
the audit committee so that the Company regains compliance with the
requirements of Nasdaq Listing Rule 5605.
On August 22, 2016, the Company called an annual
general meeting of the shareholders to be held on September 28,
2016, the agenda of which includes the election of Mr. Eitan
Machover as an external director of the Company. Upon his election,
Mr. Machover will join the Company’s audit committee, which will
then be comprised of three independent directors. As such, the
Company expects to fill the vacancy created by Mr. Hershkovitz’s
resignation later this month and within the timeframe required by
the Nasdaq Listing Rules.
About MedigusMedigus is a medical device company
specializing in developing minimally invasive endosurgical tools
and highly innovative imaging solutions. They are the pioneer
developer of the MUSE™ system, an FDA cleared and CE marked
endoscopic device to perform Transoral Fundoplication (TF) for the
treatment of GERD (gastroesophageal reflux disease), one of the
most common chronic conditions in the world. In 2016, the CMS
established the Category I CPT® Code of 43210 for TF procedures,
such as the ones performed with MUSE, which establishes
reimbursement values for physicians and hospitals. MUSE is gaining
adoption in key markets around the world – it is available in
world-leading healthcare institutions in the U.S., Europe and
Israel. Medigus is also in the process of obtaining regulatory
clearance in China. Medigus is traded on the Nasdaq Capital Market
and the TASE (Tel-Aviv Stock Exchange). To learn more about the
company’s advanced technology, please visit www.medigus.com or
www.RefluxHelp.com.
This press release may contain statements that are
“Forward-Looking Statements,” which are based upon the current
estimates, assumptions and expectations of the company’s management
and its knowledge of the relevant market. The company has tried,
where possible, to identify such information and statements by
using words such as “anticipate,” “believe,” “envision,”
“estimate,” “expect,” “intend,” “may,” “plan,” “predict,”
“project,” “target,” “potential,” “will,” “would,” “could,”
“should,” “continue,” “contemplate” and other similar expressions
and derivations thereof in connection with any discussion of future
events, trends or prospects or future operating or financial
performance, although not all forward-looking statements contain
these identifying words. These forward-looking statements
represent Medigus’ expectations or beliefs concerning future
events, and it is possible that the results described in this news
release will not be achieved. By their nature, Forward-Looking
Statements involve known and unknown risks, uncertainties and other
factors which may cause future results of the company’s activity to
differ significantly from the content and implications of such
statements. Among the factors which may cause the actual results to
differ from the Forward-Looking Statements are changes in the
target market and the introduction of competitive products, our
ability to secure favorable reimbursement rates, regulatory,
legislative and policy changes, and clinical results. Other risk
factors affecting the company are discussed in detail in the
Company's filings with the Securities and Exchange Commission.
Forward-Looking Statements are pertinent only as of the date on
which they are made, and the company undertakes no obligation to
update or revise any Forward-Looking Statements, whether as a
result of new information, future developments or otherwise.
Neither the company nor its shareholders, officers and employees,
shall be liable for any action and the results of any action taken
by any person based on the information contained herein, including
without limitation the purchase or sale of company securities.
Nothing in this press release should be deemed to be medical or
other advice of any kind.
MEDIA CONTACT:
Chantal Beaudry/ Carrie Yamond
Lazar Partners Ltd.
212-867-1762
cbeaudry@lazarpartners.com
cyamond@lazarpartners.com
INVESTOR RELATIONS (U.S.):
David Carey
Lazar Partners Ltd.
212-867-1768
dcarey@lazarpartners.com
INVESTOR RELATIONS (Israel):
Iris Lubitch/ Noam Yellin
SmarTeam
972-3-6954333
Iris@Smartteam.co.il
Noam@Smartteam.co.il
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