California Federal Court Rules that Arcturus is Likely to Succeed on Merits of its Claims Against Payne
Further Violations by Payne and His Associates Enjoined to Permit all Arcturus Shareholders to Have a Fully Informed Vote at Upcoming Extraordinary Shareholders Meeting
SAN DIEGO, — Arcturus Therapeutics Ltd. (NASDAQ:ARCT), a leading RNA medicines company, today announced that the United States District Court for the Southern District of California has granted a preliminary injunction to compel former President and Chief Executive Officer, Joseph E. Payne, to comply with and prevent violations of Section 13(d) of the Exchange Act and Regulation 13D. As a result of the injunction, Payne is required to amend his Schedule 13D by June 1, 2018 to redress his violations of these disclosure and reporting rules.
In its May 22, 2018 order, the Court stated:
“…Arcturus is likely to prevail in showing that Defendants formed a group requiring the filing of a Schedule 13D…
…There is an adequate basis in the record indicating that Arcturus is likely to prevail in its claim that the Schedules 13D fail to disclose information regarding the Payne Group…
…Because a Schedule 13D must include a statement of the group’s aggregate interest in securities of the issuer, the background and identity of the group members, and their plans and intentions with respect to the issuer, the Court finds that Arcturus is likely to prevail on its claim that Defendants’ Schedules 13D failed to disclose the information required…”
The Company pursued this relief to protect the interests of all Arcturus shareholders and to safeguard their right to a fully informed vote at the upcoming EGM. We believe that it is in the interest of all shareholders that Payne and his associates commit to full transparency and compliance with securities laws going forward.
About Arcturus Therapeutics Ltd.
Founded in 2013 and based in San Diego, Arcturus Therapeutics Ltd. (NASDAQ:ARCT) is an RNA medicines company with enabling technologies – UNA Oligomer chemistry and LUNAR® lipid-mediated delivery. Arcturus’ diverse pipeline of RNA therapeutics includes programs pursuing rare diseases, Hepatitis B, non-alcoholic steatohepatitis (NASH), cystic fibrosis, and vaccines. Arcturus’ versatile RNA therapeutics platforms can be applied toward multiple types of RNA medicines including small interfering RNA, messenger RNA, replicon RNA, antisense RNA, microRNA and gene editing therapeutics. Arcturus owns LUNAR lipid-mediated delivery and Unlocked Nucleomonomer Agent (UNA) technology including UNA Oligomers, which are covered by its extensive patent portfolio (120 patents and patent applications, issued in the U.S., Europe, Japan, China and other countries). Arcturus’ proprietary UNA technology can be used to target individual genes in the human genome, as well as viral genes, and other species for therapeutic purposes. Arcturus’ commitment to the development of novel RNA therapeutics has led to partnerships with Janssen Pharmaceuticals, Inc., part of the Janssen Pharmaceutical Companies of Johnson & Johnson, Ultragenyx Pharmaceutical, Inc., Takeda Pharmaceutical Company Limited, Synthetic Genomics Inc., CureVac AG and Cystic Fibrosis Foundation Therapeutics Inc. For more information, visit www.ArcturusRx.com, the content of which is not incorporated herein by reference.