American Stock Exchange Notifies PlanetCAD Inc. of Intention to Delist Shares at Closing of Merger with Avatech Solutions, Inc.Business Editors, Technology Writers BOULDER, Colo.--(BUSINESS WIRE)--Nov. 4, 2002 PlanetCAD, Inc. (AMEX AMEX See: American Stock Exchange :PCD PCD polycystic disease. ) today said it has been advised by the American Stock Exchange American Stock Exchange (AMEX) Stock exchange in the U.S. Originally known as “the Curb,” it began as an outdoor marketplace in New York City c. 1850. It moved indoors to its present location in the Wall Street area in 1921. staff that the company's common stock is subject to being delisted from the Exchange at the time the pending merger of PlanetCAD, Inc. and Avatech Solutions, Inc. is consummated. The Exchange has reviewed the company's eligibility for continued listing and also its application for a new listing pursuant to the merger of PlanetCAD and Avatech Solutions, after which the combined entity would be required to satisfy the Exchange's initial listing standards as a new issue. The Exchange has determined that the combined entity will not satisfy one or more of the initial listing standards including shareholders' equity Shareholders' Equity A firms' total assets minus its total liabilities. Equivalently, it is share capital plus retained earnings minus treasury shares. Shareholders' equity is the amount by which a company is financed through common and preferred shares. of at least $4,000,000, minimum pre-tax income of $750,000 for the latest fiscal year end or two of the last three fiscal years, an aggregate market value of publicly held shares of at least $15,000,000, and minimum total market capitalization Total Market Capitalization The total market value of all of a firm's outstanding securities. of at least $50 million. In order to quickly proceed with the merger closing and capitalize on Cap´i`tal`ize on` v. t. 1. To turn (an opportunity) to one's advantage; to take advantage of (a situation); to profit from; as, to capitalize on an opponent's mistakes s>. the benefits and synergy of a combined entity, the company said that it will not exercise its right to appeal the Exchange's decision by requesting that the Exchange further consider its decision. The combined company is eligible and plans to pursue a market maker to sponsor its common stock for listing 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. (R). "In order to proceed with the merger, we are diligently moving forward with execution of our strategic plans," commented W.J. (Jim) Hindman, who will become chairman of the combined company. "We look forward to exciting developments through our new company," said Mr. Hindman. Contemporaneously con·tem·po·ra·ne·ous adj. Originating, existing, or happening during the same period of time: the contemporaneous reigns of two monarchs. See Synonyms at contemporary. with the merger, PlanetCAD plans to change its name to Avatech Solutions, Inc. Upon merger closing, the combined company anticipates a combined client base of over 20,000 worldwide customers and 175 employees throughout 21 locations. About Avatech Solutions Avatech Solutions, Inc. (www.avatechsolutions.com) is one of the most trusted names in design automation software, training and comprehensive technical services. Headquartered in Owings Mills, Maryland Owings Mills is an unincorporated community and a census-designated place in Baltimore County, Maryland, United States. The population was 20,193 at the 2000 census. Owings Mills is home to the northern terminus for the Baltimore Metro Subway and to Owings Mills Mall. , the company offers a complete solution to customers through its national network of 21 locations coast to coast -- backed by a professional services (job) professional services - A department of a supplier providing consultancy and programming manpower for the supplier's products. group, training centers and a national support center. The company is the largest Autodesk software provider in the U.S., and also offers an expanded line of products from manufacturers such as Cyco Software and Hewlett-Packard. Avatech Solutions' 18,000 clients include industry leaders from the Engineering News Record's Top 100 and Fortune 500 lists. About PlanetCAD Inc. PlanetCAD (www.planetcad.com) is headquartered in Boulder, Colorado The City of Boulder (, Mountain Time Zone) is a home rule municipality located in Boulder County, Colorado, United States. Boulder is the 11th most populous city in the State of Colorado, as well as the most populous city and the county and has clients throughout North America North America, third largest continent (1990 est. pop. 365,000,000), c.9,400,000 sq mi (24,346,000 sq km), the northern of the two continents of the Western Hemisphere. and Europe, with a value-added reseller A value-added reseller (VAR) is a company that adds some feature(s) to an existing product(s), then resells it (usually to end-users) as an integrated product or complete "turn-key" solution. network supporting the European customer base. PlanetCAD provides Cycle Time Reduction(TM) solutions for the manufacturing supply chain. Their award-winning products reduce cycles, costs and waste from design to manufacture by seamlessly integrating engineering data communication with supply chain transactions. PlanetCAD's current products include SCS / Envoy(TM), which reduces product time-to-market by bringing organizations closer together in the manufacturing supply chain, and the award-winning PrescientQA(TM) design-quality engineering software suite, which reduces costly design errors, accelerates time-to-market, and improves the product development process through advanced quality control of design engineering. This press release contains forward-looking statements about the expectations, beliefs, plans, intentions and strategies relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the merger of Avatech Solutions, Inc. and PlanetCAD, Inc. There are a number of important factors that could cause actual results to differ materially from those anticipated by any forward-looking information. In particular, while the companies have executed a definitive agreement, there is no assurance that they will complete the transaction. If the companies do not receive the necessary government approvals or fail to satisfy conditions for closing, the transaction may terminate. A description of risks and uncertainties attendant to PlanetCAD and its industry, and other factors that could affect PlanetCAD's financial results, are included in PlanetCAD's Securities and Exchange Commission filings, including, but not limited to, PlanetCAD's annual report on Form 10-KSB for the year ended December 31, 2001. PlanetCAD Inc. has filed with the Securities and Exchange Commission a proxy statement/prospectus and other documents regarding the proposed business combination transaction referred to in the foregoing information. Investors and shareholders are urged to read the proxy statement/prospectus because it contains important information. A definitive proxy statement/prospectus was sent to shareholders of PlanetCAD seeking their approval of the transaction. Investors and shareholders may obtain a free copy of the definitive proxy statement/prospectus and other documents filed by PlanetCAD Inc. with the Commission at the Commission's web site at www.sec.gov. The definitive proxy statement/prospectus and other documents also may be obtained for free by directing a request to Joy Godesiabois at PlantCAD Inc. at Tel: (303) 209-9242 or joy@planetcad.com. |
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