Advanced Tissue Sciences to Liquidate Assets.Business Editors & Health/Medical Writers BIOWIRE2K LA JOLLA La Jolla (lə hoi`yə), on the Pacific Ocean, S Calif., an uninc. district within the confines of San Diego; founded 1869. The beautiful ocean beaches, in particular La Jolla shores and Black's Beach, and sea-washed caves attract visitors and , Calif.--(BUSINESS WIRE)--Nov. 13, 2002 The board of directors of Advanced Tissue Sciences, Inc. (OTC OTC See: Over-the-counter. OTC See over-the-counter market (OTC). BB: ATISQ) today announced a unanimous decision A Unanimous Decision is a winning criterion in several full-contact combat sports, such as boxing, kickboxing, Muay Thai, mixed martial arts and others sports involving striking in which all 3 judges agree on which fighter won the match. to undertake an orderly liquidation of the company's assets. The decision comes as a result of the company's previously announced review of alternatives for restructuring following the filing for reorganization under Chapter 11 of the U.S. Bankruptcy Code Bankruptcy Code may refer to:
The company also announced today the resignations, as officers and directors, of Arthur J. Benvenuto, who was chairman, president and chief executive officer, and Gail K. Naughton, Ph.D. who was vice chairman. Both resignations are effective immediately. In addition, approximately 12 of the company's remaining employees were released today. To undertake the liquidation, the board has appointed Mark J. Gergen as chief restructuring officer to oversee the sale of the company's assets. Gergen was the company's chief financial and development officer and previously served as vice president of corporate development and general counsel. The company also announced that the board has appointed Andrew J. Buckland as acting chief financial officer to assist in the liquidation. Buckland was the company's executive director of finance and chief accounting officer. As previously announced, the company laid off about 70 employees in connection with the filing under Chapter 11. An additional 115 employees have been offered employment by Smith & Nephew subject to the sale of Advanced Tissue Sciences' interest in the Dermagraft Joint Venture to Smith & Nephew. Closing of the transaction is subject to a number of conditions including bankruptcy court bankruptcy court n. the specialized Federal court in which bankruptcy matters under the Federal Bankruptcy Act are conducted. There are several bankruptcy courts in each state, and each one's territory covers several counties. approval and other conditions customary in transactions of this type. A hearing to approve the sale is scheduled for Friday, November 15, 2002. The release of the remaining 20 company employees is currently expected to occur following the closing of the proposed sale of the joint venture to Smith & Nephew and as other assets other assets Assets of relatively small value. For financial reporting purposes, firms frequently combine small assets into a single category rather than listing each item separately. are sold and company activities are wound down. Statements in this press release that are not strictly historical may be "forward-looking" statements, which involve risks and uncertainties. Risks and uncertainties exist in the company's decision to liquidate including, without limitation, uncertainties related to the company's ability to sell its joint venture interest to Smith & Nephew, the company's ability to effect an orderly wind down of its operations, the retention of the necessary personnel, the company's ability to formulate a plan of liquidation, the possible amendment, delay in implementation or termination of any proposed plan of liquidation, the ability of the company to find a buyer or buyers for its assets, the amounts to be realized in connection with the proposed sale of the company's assets, approval by the bankruptcy court of the company's proposed plan of liquidation when formulated, including the sale of assets to Smith & Nephew, the timing and amount of payments, if any, to security holders under the proposed plan of liquidation, the quotation of the company's shares on the OTC Bulletin Board OTC Bulletin Board An electronic quotation listing of the bid and asked prices of OTC stocks that do not meet the requirements to be listed on the NASDAQ stock-listing system. , a history of operating losses and accumulated deficits, potential write-offs and other charges, as well as other risks detailed from time to time in publicly available filings with the Securities and Exchange Commission including, without limitation, Advanced Tissue Sciences' annual report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the year ended December 31, 2001 and the company's quarterly reports on Form 10-Q Form 10-Q See 10-Q. for the quarters ended March 31, 2002 and June 30, 2002. The company undertakes no obligation to release publicly the results of any revisions to these forward-looking statements to reflect events or circumstances arising after the date hereof. This caution is made under the safe harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. provisions of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. |
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