Full Press Release Details
Receives Non-Compliance Notification from Amex
York, NY----October 3, 2007 --- On September 27, 2007, Nephros, Inc.
(NEP:AMEX) received a warning letter from the American Stock Exchange ("the
AMEX") stating that the staff of the Amex Listing Qualifications Department has
determined that Nephros is not in compliance with Section 121B(2)(c) of the
Company Guide, requiring that at least 50% of the directors of the board of
directors of Nephros are independent directors.
the Board consists of five directors, two of whom are independent. As
such, Nephros is required to appoint one additional independent director to
regain compliance. This deficiency resulted from the reorganization
of the Board in conjunction with the Company's recent financing as disclosed in
Nephros' Current Report on Form 8-K filed with the Securities and Exchange
Commission on September 25, 2007.
AMEX has given Nephros until December 26, 2007 to regain compliance with the
independence requirement. In setting this deadline, the AMEX has
determined not to apply at this time the continued listing evaluation and
follow-up procedures specified in Section 1009 of the Company
intends to fill the vacancy on the Board with an individual who qualifies as
independent director as soon as reasonably possible. Accordingly, the
Board has appointed a committee to review and present candidates for the full
Board's consideration. Until Nephros is officially notified by the
AMEX that it has regained compliance with the AMEX requirement, Nephros' common
stock will trade under the symbol "NEP.BC".
the American Stock Exchange for its cooperation during Nephros' current
transition. The Company is confident that we will be able to meet
this listing requirement within the timeframe specified," said Norman J. Barta,
Chairman and CEO of Nephros.
Inc., headquartered in New York, is a medical device company developing and
marketing products designed to improve the quality of life for the End-Stage
Renal Disease (ESRD) patient, while addressing the critical financial and
clinical needs of the care provider. ESRD is a disease state characterized
the irreversible loss of kidney function. Nephros believes that its products,
particularly its Mid-Dilution Hemodiafiltration therapy, are designed to remove
a range of harmful substances more effectively, and more cost-effectively,
existing ESRD treatment methods; particularly with respect to substances known
collectively as "middle molecules," due to their molecular weight, that have
been found to contribute to such conditions as dialysis-related amyloidosis,
carpal tunnel syndrome, degenerative bone disease and, ultimately, mortality
the ESRD patient. Nephros products are currently being used in over fifty
clinics in Europe, and are currently sold and distributed throughout
also markets a line of water filtration products, the Dual Stage Ultrafilter
(DSU). The Company's patented dual stage cold sterilization Ultrafilter has the
capability to filter out bacteria and, due to its exceptional filtration levels,
filter out many viruses and parasites. The DSU proprietary design provides
dual-stage filtration which reduces the risk of filtration failure. With initial
focus on health care, the DSU is in a pilot-use program at a major medical
center and has been selected for further development by the US Marine Corps.
Company considers the DSU a significant breakthrough in providing affordable
reliable water filtration. The DSU is based on Nephros' proprietary water
filtration technology originally designed for medical use in its H2H machine,
and is a complimentary product line to the Company's main focus, the ESRD
information on Nephros please visit the Company's website,
release contains certain "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995, as amended. Such
statements include statements regarding the efficacy and intended use of the
Company's technologies under development, the timelines for bringing such
products to market and the availability of funding sources for continued
development of such products and other statements that are not historical facts,
including statements which may be preceded by the words "intends," "may,"
"will," "plans," "expects," "anticipates," "projects," "predicts," "estimates,"
"aims," "believes," "hopes," "potential" or similar words. For such statements,
the Company claims the protection of the Private Securities Litigation Reform
statements are not guarantees of future performance, are based on certain
assumptions and are subject to various known and unknown risks and
uncertainties, many of which are beyond the Company's control. Actual
results may differ materially from the expectations contained in the
forward-looking statements. Factors that may cause such differences include
risks that: (i) Nephros may not be able to satisfy its obligations when
they become due and payable and meet its anticipated cash needs and may not
able to obtain funding if and when needed or on terms favorable to it in order
to continue operations or fund its clinical trials; (ii) Nephros may not be
to continue as a going concern; (iii) Nephros may be unable to show progress
consistent with its plan of compliance to meet the American Stock Exchange's
continued listing standards or may be otherwise unable to timely regain
compliance with the AMEX listing standards; (iv) products that appeared
promising to Nephros in research or clinical trials may not demonstrate
anticipated efficacy, safety or cost savings in subsequent pre-clinical or
clinical trials; (v) Nephros may not obtain appropriate or necessary
governmental approvals to achieve its business plan or effectively market its
products; (vi) Nephros may encounter unanticipated internal control deficiencies
or weaknesses or ineffective disclosure controls and procedures; (vii) HDF
therapy may not be accepted in the United States and/or Nephros' technology and
products may not be accepted in current or future target markets, which could
lead to failure to achieve market penetration of Nephros' products; (viii)
Nephros may not be able to sell its ESRD therapy or water filtration products
competitive prices or profitably; (ix) Nephros may not be able to secure or
enforce adequate legal protection, including patent protection, for its
products; (x) FDA approval relating to Nephros'
filter may not facilitate or have any effect on the regulatory approval process
for its other products; and (xi) Nephros may not be able to achieve sales
growth in Europe or expand into other key geographic markets. More
detailed information about Nephros and the risk factors that may affect the
realization of forward-looking statements is set forth in Nephros' filings with
the Securities and Exchange Commission, including Nephros' Annual Report on Form
10-KSB filed with the SEC for the fiscal year ended December 31, 2006 and
Nephros' Quarterly Reports filed with the SEC on Form 10-QSB for the quarters
ended June 30, 2007 and March 31, 2007. Investors and security
holders are urged to read these documents free of charge on the SEC's web site
at www.sec.gov. Nephros does not undertake to publicly update or revise
its forward-looking statements as a result of new information, future events