Item 8.01 Other Events.
As previously disclosed by Regulus Therapeutics Inc. (the "Company") in the
Company's Current Report on Form 8-K filed with the Securities and Exchange
Commission (the "SEC") on November 22, 2019, on November 19, 2019 the Company
received notice from the Nasdaq Stock Market LLC ("Nasdaq") that the Company's
stockholders' equity as reported in the Company's Quarterly Report on Form 10-Q
for the quarter ended September 30, 2019 did not satisfy the Nasdaq Capital
Market continued listing requirement set forth in Nasdaq Stock Market Rule
5550(b)(1) (the "Stockholders' Equity Requirement").
On December 24, 2019, the Company completed a Milestone Closing under its
Securities Purchase Agreement, dated May 3, 2019, with certain institutional and
other accredited investors (the "Purchasers"), pursuant to which the Company
sold and issued to the Purchasers 3,288,390 shares of newly designated
non-voting Class A-2 convertible preferred stock of the Company and accompanying
warrants to purchase an aggregate of 32,883,900 shares of common stock of the
Company for an aggregate purchase price of approximately $26.0 million. Net
proceeds to the Company from the Milestone Closing after deducting placement
agent fees but before deducting other expenses payable by the Company are
approximately $24.6 million. The Milestone Closing and related matters are
described in more detail in the Company's Current Report on Form 8-Kfiled with
the SEC on December 24, 2019.
As of the date of this report, the Company believes it has regained compliance
with the Stockholders' Equity Requirement based upon the net proceeds to the
Company from the Milestone Closing referenced above. Nasdaq will continue to
monitor the Company's ongoing compliance with the Stockholders' Equity
Requirement and, if at the time of the Company's next periodic report the
Company does not evidence compliance with the Stockholders' Equity Requirement,
the Company may be subject to delisting. There can be no assurance that the
Company will be able to maintain compliance with the Stockholders' Equity
Requirement.
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REGULUS THERAPEUTICS INC. 
