UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
Under the Securities Exchange Act of 1934
For the month of July, 2019
Commission File Number 001-38522
Realm Therapeutics plc
(Translation of registrant’s name into English)
267 Great Valley Parkway
Malvern, PA 19355
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K
On 19 July, 2019, Realm Therapeutics plc (“Realm” or the “Company”) (NASDAQ: RLM) announced thatfurther to the announcement dated 8 July 2019, further to discussions with the Nasdaq Stock Market (“Nasdaq”), the Company received notice that the Nasdaq Hearings Panel (the “Panel”) has granted the Company’s request for an extension to continue the listing of the Company’s ADSs on Nasdaq. The extension is conditional upon the proposed acquisition of the Company’s entire issued share capital by Essa Pharma Inc.(NASDAQ: EPIX; TSX-V: EPI) (the “Acquisition”) being completed on or before 31 July 2019. The Company has been informed that if the Acquisition is not completed on or before 31 July 2019, the Panel will issue a delisting notification and suspend trading of the Company’s ADSs.
In respect of the Acquisition, following the hearing at the High Court of Justice in England and Wales (the “Court”) on 8 July 2019 at which the Company sought the Court’s sanction of the proposed scheme of arrangement under Part 26 of the Companies Act 2006 pursuant to which the Acquisition is to be implemented, the Company continues to await the Court’s judgment. The Company will release an announcement as soon as reasonably practicable following receipt of the Court’s judgment and will provide an updated timetable of principal events, as applicable.
The Exhibit to this Report on Form 6-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing of the Company under the Securities Act of 1933 or the Exchange Act.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| Realm Therapeutics plc |
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July 19, 2019 | By: | /s/ Marella Thorell | |
| | Marella Thorell |
| | Chief Financial Officer and Chief Operating Officer |