ATEC Announces an Agreement to Acquire Interpharm, Inc., a Generic Drug Manufacturer and One of the Fastest Growing Private Companies on Long Island, New York.Business Editors and High-Tech/Health/Medical Writers COMMACK, N.Y.--(BUSINESS WIRE)--Nov. 26, 2002 ATEC ATEC Army Test and Evaluation Command (US Army; formerly OPTEC, Operational Test & Evaluation Command) ATEC Australian Tourism Export Council ATEC Advanced Technologies (Hamburg, Germany) Also Announces Agreement to Sell Computer Operations to Certain Members of Its Current Management Team ATEC Group, Inc. (AMEX AMEX See: American Stock Exchange : TEC) today announced that it has entered into an agreement to acquire all the issued and outstanding shares of Interpharm, Inc., a manufacturer and distributor of generic pharmaceuticals based in Long Island, New York New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of . The transaction calls for ATEC Group to divest its current computer operations and to issue common and preferred stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. in exchange for all of the outstanding capital stock of Interpharm. As a result, upon the consummation of the exchange, Interpharm shareholders will have a 49% voting equity interest in ATEC Group. The preferred stock may be convertible into common stock of ATEC Group upon the occurrence of certain triggering events. ATEC Group also announced that it has entered into an asset purchase agreement pursuant to which certain of its management will acquire the computer operations and assume substantially all of the liabilities of ATEC. This management buy-out will include both cash and notes payable to ATEC Group. Surinder Rametra, ATEC Group's Chairman, is not a participant of the management buy-out. Mr. Rametra stated, "This acquisition provides ATEC with a wonderful opportunity for value, growth and a new vision." Interpharm, Inc. is a progressive pharmaceutical manufacturer dedicated to providing consistent, high quality generic prescription and over the counter products at competitive prices under its own label and private label. Interpharm is a growing market leader in sales of ibuprofen ibuprofen (ī`by prō'fən), nonsteroidal anti-inflammatory drug (NSAID) that reduces pain, fever, and inflammation. and it ranks among the largest ibuprofen producers in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. . Over the past ten years Interpharm revenues have grown more than 755%. Between 2000 and 2001, Interpharm's revenues grew by approximately 50%, from approximately $12 million to approximately $18 million. All financial information relating to relating to relate prep → concernantrelating to relate prep → bezüglich +gen, mit Bezug auf +acc Interpharm contained herein are in the process of being audited and are subject to audit adjustments. Interpharm's past performance is not necessarily indicative of future results. Interpharm, Inc. was also awarded a prestigious "Entrepreneurial Spirit" award this year as number 8 of the "25 Fastest-Growing" private companies on Long Island. The award ceremony, which was held on October 30, 2002, was sponsored by KPMG KPMG Klynveld Peat Marwick Goerdeler (accounting firm) KPMG Kaiser Permanente Medical Group KPMG Keiner Prüft Mehr Genau (German) KPMG Kommen Prüfen Meckern Gehen LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control , Hofstra University and Long Island Business News. Dr. Maganlal Sutaria, the Chairman and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. of Interpharm said "Interpharm has a proud history of growth and providing quality and reliable products at competitive prices and we look forward to continued growth as part of this public company." Bob Sutaria, the President of Interpharm stated, "Interpharm has achieved unprecedented growth. Our manufacturing operations for both over the counter and prescription products continue to grow with ever increasing demand." Mr. Sutaria continued, "Our reputation as a quality private label manufacturer is well established. We are now on the move and poised for even greater success in Interpharm label drugs." The acquisition of Interpharm and the management buy-out are each subject to a fairness opinion Fairness Opinion A report put together by qualified analysts or advisors providing to key decision makers an evaluation of and facts about a merger or acquisition. Notes: A fairness opinion serves as a document used for guidance in a merger, takeover, or acquisition. . Both transactions also are subject to shareholder approval, as well as other closing conditions. For further detail on the acquisition of Interpharm and the management buy-out see ATEC Group's 8-K filed with the Securities and Exchange Commission on November 26, 2002. About Interpharm Based in Hauppauge, New York Hauppauge (pronounced /hɔpɔg/) is a hamlet in the Town of Islip and the Town of Smithtown in Suffolk County, New York, United States. , Interpharm, Inc., is in the business of developing, manufacturing, and distributing generic drugs in the United States. Interpharm currently markets 20 products, representing various dosage strengths for 11 distinct drugs that are manufactured by it. Interpharm markets its products primarily to wholesalers and drug distributors principally through its internal sales staff as well as independent sales representatives. About ATEC Based in Commack, New York Commack is a hamlet and census-designated place (CDP) in Suffolk County, New York, United States. The population was 36,367 at the 2000 census. Commack is partly in the Town of Huntington and the Town of Smithtown. It is located on Long Island. , ATEC Group, Inc., is a system integrator and provider of a full line of information technology solutions and services. Its Technology Integration Services "TIS" division is a one-stop provider for the computer needs of enterprise customers including businesses, government agencies and educational institutions. The Global Distribution "GD" division is a B2B (Business to Business) Refers to one business communicating with or selling to another. See B2B e-commerce, B2C and B2G. B2B - business to business division that offers a unique combination of price and delivery to other resellers, retailers and enterprise customers. For more information, visit www.atecgroup.com. Forward-looking Statements Statements made in this news release may contain forward-looking statements concerning ATEC Group's and Interpharm's business and products. The actual results may differ materially depending on a number of risk factors including, but not limited to, the following: general economic and business conditions, development, shipment, market acceptance, additional competition from existing and new competitors, changes in technology, and various other factors beyond their control. Other risks inherent in ATEC Group's business are described in its Securities and Exchange Commission filings, including its most recently filed Forms 10K and 10Q. ATEC Group and Interpharm undertake no obligation to revise or update any forward-looking statements to reflect events or circumstances after the date of this release. |
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