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 October 2024
Commission File Number: 001-36582
Altamira Therapeutics Ltd.
(Exact name of registrant as specified in its
charter)
Clarendon House,
2 Church Street
Hamilton HM11, Bermuda
(Address of principal executive office)
Indicate by check mark whether the registrant files
or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒ Form
40-F ☐
UPDATE ON NASDAQ LISTING
On September 30, 2024,
Altamira Therapeutics Ltd. (the “Company”) received a letter from the Listing Qualifications Department of The Nasdaq Stock
Market LLC (“Nasdaq”) that it no longer complied with Rule 5550(a)(2) of Nasdaq’s Listing Rules (the “Rules”),
which requires listed securities to maintain a minimum bid price of $1.00 per share (the “Minimum Bid Price Requirement”),
because the bid price of the Company’s listed securities has closed at less than $1.00 per share over the previous 30 consecutive
business days, from August 16, 2024 through September 27, 2024. The letter stated that the Company is not eligible for any cure period
due to the fact that the Company effectuated one or more reverse stock splits over the prior two-year period with a cumulative ratio of
250 shares or more to one. The Company intends to appeal this determination to a hearing panel (the “Panel”). The hearing
request will result in a stay of any suspension or delisting action pending the hearing. There can be no assurance that the Panel will
grant the Company’s request for continued listing or that any extension will be granted by the Panel.
On October 4, 2024, the
Company issued a press release announcing the non-compliance with the Minimum Bid Price Requirement. The full text of the press release
is attached to this Report on Form 6-K as Exhibit 99.1.
Forward-Looking Statements
This Report on Form 6-K contains “forward-looking
statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified
by words such as “projects,” “may,” “will,” “could,” “would,” “should,”
“believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,”
“potential,” “promise” or similar references to future periods. Examples of forward-looking statements in this
Report on Form 6-K include, without limitation, statements regarding the Company’s intent or ability to regain compliance with the
Minimum Bid Price Requirement, the outcome of the Nasdaq hearing and appeal process, and the
anticipated actions by the Nasdaq staff and the Company’s responses and their anticipated outcome, and the ability for the common
shares to remain listed on Nasdaq. Any forward-looking statements in this Report on Form 6-K are based on management’s
current expectations of future events and are subject to a number of risks and uncertainties that could cause actual results to differ
materially and adversely from those set forth in or implied by such forward-looking statements.
INCORPORATION BY REFERENCE
This Report on Form 6-K shall be deemed to be
incorporated by reference into the registration statements on Form F-3 (Registration Numbers 333-249347,
333-261127, 333-264298,
333-267584, 333-272338,
and 333-276427) and Form S-8
(Registration Numbers 333-232735,
333-252141, and 333-278595)
of Altamira Therapeutics Ltd. (formerly Auris Medical Holding Ltd.) and to be a part thereof from the date on which this report is filed,
to the extent not superseded by documents or reports subsequently filed or furnished.
EXHIBIT INDEX
SIGNATURE
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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Altamira Therapeutics Ltd. |
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By: |
/s/ Thomas Meyer |
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Name: |
Thomas Meyer |
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Title: |
Chief Executive Officer |
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Date: October 4, 2024 |
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Exhibit 99.1
Altamira Therapeutics Provides Update on Nasdaq
Listing
HAMILTON, BERMUDA – October 4, 2024 --
Altamira Therapeutics Ltd. (“Altamira” or the “Company”) (Nasdaq:CYTO) today announced that it received on September
30, 2024, a letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) that it no longer
complied with Rule 5550(a)(2) of Nasdaq’s Listing Rules, which requires listed securities to maintain a minimum bid price of $1.00
per share, because the bid price of the Company’s listed securities has closed at less than $1.00 per share over the previous 30
consecutive business days, from August 16, 2024 through September 27, 2024. The letter stated that the Company is not eligible for any
cure period due to the fact that the Company effectuated one or more reverse stock splits over the prior two-year period with a cumulative
ratio of 250 shares or more to one. The Company intends to appeal this determination to a hearing panel (the “Panel”). The
hearing request will result in a stay of any suspension or delisting action pending the hearing. There can be no assurance that the Panel
will grant the Company’s request for continued listing or that any extension will be granted by the Panel.
About Altamira Therapeutics
Altamira Therapeutics (Nasdaq: CYTO) is developing
and supplying peptide-based nanoparticle technologies for efficient RNA delivery to extrahepatic tissues (OligoPhore™ / SemaPhore™
platforms). The Company currently has two flagship siRNA programs using its proprietary delivery technology: AM-401 for KRAS driven cancer
and AM-411 for rheumatoid arthritis, both in preclinical development beyond in vivo proof of concept. The versatile delivery platform
is also suited for mRNA and other RNA modalities and made available to pharma or biotech companies through out-licensing. In addition,
Altamira holds a 49% stake (with additional economic rights) in Altamira Medica AG, which holds its commercial-stage legacy asset Bentrio®,
an OTC nasal spray for allergic rhinitis. Further, the Company is in the process of partnering / divesting its inner ear legacy assets.
Founded in 2003, Altamira is headquartered in Hamilton, Bermuda, with its main operations in Basel, Switzerland. For more information,
visit: https://altamiratherapeutics.com/
Forward-Looking Statements
This press release contains “forward-looking
statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified
by words such as “projects,” “may,” “will,” “could,” “would,” “should,”
“believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,”
“potential,” “promise” or similar references to future periods. Examples of forward-looking statements in this
press release include, without limitation, statements regarding the Company’s intent or ability to regain compliance with the Nasdaq
Listing Rules, the outcome of the Nasdaq hearing and appeal process, and the anticipated actions
by the Nasdaq staff and the Company’s responses and their anticipated outcome, and the ability for the common shares to remain listed
on Nasdaq. Any forward-looking statements in this press release are based on management’s current expectations of future
events and are subject to a number of risks and uncertainties that could cause actual results to differ materially and adversely from
those set forth in or implied by such forward-looking statements.
Investor Contact:
Hear@altamiratherapeutics.com
Altamira Therapeutics (NASDAQ:CYTO)
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