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 March, 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 March 26, 2019, Realm Therapeutics plc (the “Company”) announced on March 15, 2019 that the Company’s AIM listing will cease and cancellation will be effective from 7:00 a.m. (GMT) on March 27, 2019.
Accordingly, today will be the last day of trading of Realm’s Ordinary Shares on AIM. Information on how to convert Ordinary Shares to American Depositary Shares (“ADSs”) is available on the Company’s website at www.realmtx.com.
With effect from March 27, 2019, on the basis that the Company’s place of central management and control is outside of the UK, Channel Islands and the Isle of Man, whilst the sale process continues, the Takeover Code will no longer apply to the Company and the process will no longer be a “formal process” under the Takeover Code.
Capitalized terms used but not defined in this announcement shall have the meanings given to them in the circular sent to Realm shareholders on 15 February 2019, which remains available on the Company’s website at www.realmtx.com.
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.
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Exhibits |
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| 99.1 | Press Release, dated March 26, 2019 | |
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.
| Realm Therapeutics plc | ||||||
| March 26, 2019 | By: |
/s/ Marella Thorell |
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| Marella Thorell | ||||||
| Chief Financial Officer and Chief Operating Officer | ||||||
Exhibit 99.1
Realm Therapeutics plc
(“Realm”, “Realm Therapeutics” or the “Company”)
Cancellation of AIM Listing
MALVERN, PA, March 26, 2019 – Realm Therapeutics plc (NASDAQ: RLM / AIM: RLM), a biopharmaceutical company with a proprietary technology platform of stabilized high concentration HOCl, announced on March 15, 2019 that the listing of the Company’s Ordinary Shares on AIM will cease and cancellation will be effective from 7:00 a.m. (GMT) on March 27, 2019.
Accordingly, today will be the last day of trading of Realm’s Ordinary Shares on AIM. Information on how to convert Ordinary Shares to American Depositary Shares (“ADSs”) is available on the Company’s website at www.realmtx.com.
With effect from March 27, 2019, on the basis that the Company’s place of central management and control is outside of the UK, Channel Islands and the Isle of Man, whilst the sale process continues, the Takeover Code will no longer apply to the Company and the process will no longer be a “formal process” under the Takeover Code.
Capitalized terms used but not defined in this announcement shall have the meanings given to them in the circular sent to Realm shareholders on 15 February 2019, which remains available on the Company’s website at www.realmtx.com.
RNS-RLM
About Realm Therapeutics
For more information on Realm Therapeutics, please visit www.realmtx.com.
Forward-Looking Statements
Certain statements contained herein constitute forward-looking statements. These forward-looking statements reflect the Company’s judgment at the date of this announcement and are not intended to give any assurance as to future results. Except as required by the FCA, the London Stock Exchange, the Panel on Takeovers and Mergers, the AIM Rules for Companies or applicable law, the Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained in this announcement to reflect any changes in the Company’s expectations about them or any changes in events, conditions or circumstances on which any such statement is based.
Contacts:
Realm Therapeutics plc
Alex Martin, Chief Executive Officer
Marella Thorell, Chief Financial Officer and Chief Operating Officer
Outside U.S.: +44 (0) 20 3727 1000
U.S.: +1 212 600 1902
Argot Partners
Stephanie Marks / Claudia Styslinger
+1 212 600 1902
FTI Consulting
Simon Conway
+44 (0) 20 3727 1000
N+1 Singer (Nominated Adviser and Broker)
Aubrey Powell / Jen Boorer
+44 (0) 20 7496 3000