Collagen Stockholders Approve Cohesion Technologies Spin-off.PALO ALTO Palo Alto, city, California Palo Alto (păl`ō ăl`tō), city (1990 pop. 55,900), Santa Clara co., W Calif.; inc. 1894. Although primarily residential, Palo Alto has aerospace, electronics, and advanced research industries. , Calif.--(BW HealthWire)--August 12, 1998-- Collagen Corporation to Change Name to Collagen Aesthetics, Announces New Board Collagen Corporation (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :CGEN CGEN Convective Sigmet Generation ) announced that at a special meeting of stockholders held today, the Company's proposal to spin-off Cohesion Technologies in a one-for-one distribution of common stock to Collagen Corporation stockholders has been approved. Today's stockholder vote was a remaining condition to the distribution, which had been declared tax-free for U.S. federal income tax purposes in an IRS An abbreviation for the Internal Revenue Service, a federal agency charged with the responsibility of administering and enforcing internal revenue laws. ruling announced by the Company on July 30, 1998. The record date for this transaction is August 12, 1998 and the distribution date has been set for August 18, 1998. Shares of Cohesion Technologies are expected to begin trading on the NASDAQ National Market System on August 13, 1998 on a "when issued" basis under the symbol CSONV. Subsequent to the distribution date, Cohesion Technologies shares are expected to trade on the NASDAQ National Market System under the symbol CSON CSON Connell School of Nursing (Boston College) . Shares of Cohesion Technologies will be distributed to stockholders of record via the "book-entry" method. Collagen Corporation stockholders also approved a corporate name change to Collagen Aesthetics, Inc., which better reflects the Company's focus on serving the aesthetic and reconstructive medical marketplace. Following the distribution of Cohesion Technologies and the corporate name change, the NASDAQ National Market System ticker symbol Ticker Symbol An arrangement of characters (usually letters) representing a particular security listed on an exchange or otherwise traded publicly. When a company issues securities to the public marketplace, it selects an available ticker symbol for its securities which investors for Collagen Aesthetics will remain CGEN. "Our stockholders have voted that they concur with Collagen's Board of Directors and management that dividing the Company into two separate entities focusing on distinct customer groups, and responding to specific market forces and opportunities, is the right strategy," commented Gary Petersmeyer, president and chief executive officer of Collagen Corporation. In order to create completely separate Boards of Directors for Collagen Aesthetics and Cohesion Technologies, John R. Daniels, M.D., Reid W. Dennis and Craig W. Johnson resigned from Collagen Corporation's Board of Directors today in order to serve on Cohesion's Board of Directors. "We extend our deepest gratitude to John, Reid and Craig for their wisdom and guidance over the years," said Mr. Petersmeyer. "We are fortunate to have two outstanding individuals agree to join the Board of Collagen Aesthetics, bringing total Board membership to five. Fulton Collins and Gerald Lazarus join Anne Bakar, William Davis and myself on the Collagen Aesthetics, Inc. Board." A seasoned business leader, Fulton Collins is Chairman and Chief Executive Officer of Collins Investments, Inc., Chairman of the Board of Trustees board of trustees Politics The posse of thugs who oversee an institution's administration. See Board of directors. of the University of Tulsa and a Trustee of the Reynolds Foundation. His 30-year career includes 10 years at Syntex Corporation where he was Group Vice President, and 14 years as Chairman and Chief Executive Officer of Liberty Glass Company. Mr. Collins holds a BA, MS and MBA MBA abbr. Master of Business Administration Noun 1. MBA - a master's degree in business Master in Business, Master in Business Administration from Stanford University. "Fulton brings to Collagen Aesthetics an impressive background in general and financial management," added Mr. Petersmeyer. Gerald Lazarus, M.D. is immediate Dean Emeritus of the School of Medicine at the University of California The University of California has a combined student body of more than 191,000 students, over 1,340,000 living alumni, and a combined systemwide and campus endowment of just over $7.3 billion (8th largest in the United States). Davis, and Professor in the Departments of Dermatology and Biological Chemistry. He is currently on sabbatical as Visiting Scholar, Institute for Health Policy Studies at the University of California San Francisco School of Medicine, and Visiting Professor of Dermatology. A board-certified dermatologist and a leading figure in academic medicine, Dr. Lazarus' career includes the Harvard Medical School Harvard Medical School (HMS) is one of the graduate schools of Harvard University. It is a prestigious American medical school located in the Longwood Medical Area of the Mission Hill neighborhood of Boston, Massachusetts. , the University of Cambridge (England), the Montefiore Hospital and Medical Center and distinguished Professor and Chairman of Dermatology at both Duke University Medical Center and the University of Pennsylvania School of Medicine The University of Pennsylvania's School of Medicine, presently located in the University City section of Philadelphia, Pennsylvania, was the United States's first school of medicine, founded at the College of Philadelphia, as the University was then called. . He is also immediate Past President of the Society for Investigative Dermatology. Dr. Lazarus has published more than 125 original scientific papers, 75 clinical papers and has written and co-authored 7 books including Diagnosis of Skin Disease. Collagen Aesthetics is maximizing the company's worldwide aesthetic medicine franchise and nearly two decades of physician trust with proprietary and in-licensed products. The company's proprietary product line includes Zyderm(R) and Zyplast(R) collagen implants and Contigen(R) implant, while in-licensed products include Hylaform(R) gel and SoftForm(TM) facial implant. Collagen Aesthetics plans to introduce Refinity(TM) medical skin solutions in the U.S. in late 1998. Cohesion Technologies is developing products for the $1.3 billion worldwide surgical hemostasis hemostasis /he·mo·sta·sis/ (he?mo-sta´sis) (he-mos´tah-sis) 1. the arrest of bleeding by the physiological properties of vasoconstriction and coagulation or by surgical means. 2. and sealant markets. The company's lead product, CoStasis(TM) surgical hemostat hemostat /he·mo·stat/ (he´mo-stat) 1. a small surgical clamp for constricting blood vessels. 2. an antihemorrhagic agent. he·mo·stat n. 1. , has completed a pivotal clinical study in Europe for bleeding in cardiothoracic surgery; Cohesion Technologies has filed a design dossier in preparation for obtaining a CE Mark for CoStasis hemostat CoStasis® hemostat Surgery An atraumatic, bioresorbable, liquid hemostat spray to control bleeding in hepatic, orthopedic, cardiothoracic, and general surgical procedures , which would allow for market entry in Europe. CoStasis hemostat is in a pivotal clinical study in the U.S. for bleeding in hepatic, orthopedic, cardiothoracic cardiothoracic /car·dio·tho·rac·ic/ (-thah-ras´ik) pertaining to the heart and the thorax. car·di·o·tho·rac·ic n. Of or relating to the heart and the chest. and general surgical procedures. Cohesion expects to begin a feasibility study "A Feasibility Study" is an episode of the original The Outer Limits television show. It first aired on 13 April, 1964, during the first season. It was remade in 1997 as part of the revived The Outer Limits series with a minor title change. with the company's second product, CoSeal(TM) surgical sealant, in Europe late in 1998, and to begin a pivotal clinical study in mid-1999. Except for the historical information contained herein, the matters discussed in this press release are forward-looking statements. As a result, the accuracy of statements made herein is necessarily subject to risks and uncertainties including the timing of product introductions, receipt of regulatory approvals, clinical efficacy of and market demand for products, product development cycles, results of clinical studies, development and rate of growth of new markets, potential unfavorable publicity regarding Collagen Corporation and/or Cohesion Technologies or their respective products, and possible reversal of sales trends, among other matters discussed in this release. Actual events and results may differ significantly from the discussion of such matters in the forward-looking statements. Such differences may be based on factors within Collagen Corporation's and Cohesion Technologies' control, such as strategic planning decisions by management and reallocation Noun 1. reallocation - a share that has been allocated again allocation, allotment - a share set aside for a specific purpose 2. reallocation of internal resources, or upon factors outside of Collagen Corporation's and Cohesion Technologies' control, such as scientific advances by third parties, introduction of competitive products and delays by regulatory authorities, as well as those factors set forth in Collagen's 1998 Proxy Statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. for Special Meeting of Stockholders, under the heading "Factors That May Affect Future Results of Operations" in Collagen's Form 10-Q/A filed for the quarter ended March 31, 1998 and those factors set forth under the heading "Risk Factors" in Cohesion Technologies' Registration Statement on Form 10. Collagen Corporation's press releases can be accessed on the Internet at http://www.businesswire.com/cnn/cgen.htm
CONTACT: Collagen Corporation
Lisa Morgensai
847/926-9733
or
Lippert/Heilshorn & Associates, Inc.
Bruce Voss
310/575-4848
bruce@lhai.com
www.lhai.com
|
|
||||||||||||||||||
Printer friendly
Cite/link
Email
Feedback
Reader Opinion