BOTHELL, WA, Apr 02 (MARKET WIRE) —
MDRNA, Inc. (NASDAQ: MRNA), a leading RNAi-based drug discovery and
development company, today announced that the Company’s independent
registered public accounting firm, KPMG LLP, included an explanatory
paragraph in their opinion on the Company’s financial statements included
in the recently filed Annual Report on Form 10-K for the year ended
December 31, 2009, relating to the Company’s ability to continue as a
going concern.
“We continue to take steps to improve our financial position,” stated J.
Michael French, President and Chief Executive Officer of MDRNA. “As we
announced yesterday, we entered into a definitive agreement to acquire
Cequent Pharmaceuticals, Inc., which not only brings a strong
pre-clinical and clinical pipeline, but will also bring additional cash
resources to MDRNA. With the equity raised in January of this year and
the potential cash from the acquisition of Cequent, we expect to have the
cash to fund operations into December of this year.”
This announcement is being made in compliance with NASDAQ Marketplace
Rule 5250(b)(2), which requires separate disclosure in a press release
regarding the receipt of an auditor opinion that contains a going concern
explanatory paragraph. This announcement does not represent any change or
amendment to the Company’s 2009 financial statements or to its Annual
Report on Form 10-K.
MDRNA Forward-Looking Statements
Statements made in this news release may be forward-looking statements
within the meaning of Federal Securities laws that are subject to certain
risks and uncertainties and involve factors that may cause actual results
to differ materially from those projected or suggested. Factors that
could cause actual results to differ materially from those in
forward-looking statements include, but are not limited to: (i) the
ability of MDRNA to obtain additional funding; (ii) the ability of MDRNA
to attract and/or maintain manufacturing, research, development and
commercialization partners; (iii) the ability of MDRNA and/or a partner
to successfully complete product research and development, including
preclinical and clinical studies and commercialization; (iv) the ability
of MDRNA and/or a partner to obtain required governmental approvals; (v)
the ability of MDRNA and/or a partner to develop and commercialize
products that can compete favorably with those of competitors; and (vi)
the failure of the stockholders of MDRNA to approve the merger with
Cequent, the failure of either party to meet any of the other conditions
to closing the merger, contractual restrictions on the conduct of our
business included in the merger agreement, and any impact on our
relationships with third parties as a result of the announcement of the
proposed merger. Additional factors that could cause actual results to
differ materially from those projected or suggested in any
forward-looking statements are contained in MDRNA’s most recent periodic
reports on Form 10-K and Form 10-Q that are filed with the Securities and
Exchange Commission. MDRNA assumes no obligation to update and supplement
forward-looking statements because of subsequent events.
Important Additional Information about the Merger will be filed with the
SEC
This press release may be deemed to be solicitation material regarding
the proposed merger of MDRNA and Cequent. In connection with the proposed
merger, MDRNA intends to file relevant materials and documents with the
Securities and Exchange Commission (SEC), including a proxy statement,
which will be mailed to the stockholders of MDRNA. Investors and the
public are urged to read these materials carefully and in their entirety
when they become available because they will contain important
information about the companies, the proposed merger and the expectations
for the combined company. The proxy statement and other relevant
materials (when they become available), and any and all documents filed
with the SEC, may be obtained free of charge at the SEC’s web site at
www.sec.gov. In addition, investors and the public may obtain free copies
of the documents filed with the SEC by MDRNA by directing a written
request to MDRNA, Inc., 3830 Monte Villa Parkway, Bothell, Washington
98021, Attention: Investor Relations. The directors, executive officers
and employees of MDRNA may be deemed to be participants in the
solicitation of proxies in connection with the proposed transaction.
Information regarding the special interests of these directors, executive
officers and employees in the proposed transaction, if any, will be
included in the proxy statement referred to above.
Contact:
MDRNA, Inc.:
Pete Garcia
Chief Financial Officer
(425) 908-3603
pgarcia@mdrnainc.com
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