Apex Bioventures and Dynogen Pharmaceuticals Mutually Terminate Merger Agreement
16 Avril 2008 - 10:04PM
Business Wire
Apex Bioventures Acquisition Corp. (AMEX: PEX), a publicly traded
special purpose acquisition company with healthcare industry
expertise, announced today its mutual agreement with Dynogen
Pharmaceuticals, Inc., a privately owned clinical stage
biopharmaceutical company focused on gastrointestinal and
genitourinary disorders, to terminate the merger agreement they
entered into on February 5, 2008, pursuant to which Dynogen would
have merged with a subsidiary of Apex. Apex and Dynogen determined
that, due to current market conditions, particularly for small
capitalization public biotech companies, terminating the merger
agreement was in the best interests of both companies and their
respective stockholders. Apex is a blank check company formed for
the purpose of acquiring, through a merger, capital stock exchange,
asset acquisition, stock purchase or other similar business
combination, one or more domestic or foreign operating businesses
in the healthcare industry. Apex will continue to search for a
business with which to effect a business combination on the terms
set forth in its certificate of incorporation. As of March 31,
2008, the amount held in trust for the benefit of Apex�s public
stockholders, including $2,070,000 of deferred underwriting
discounts and commissions, was approximately $67,200,956. If Apex
does not sign a letter of intent by December 13, 2008 and effect a
business combination by June 13, 2009, it will dissolve and
liquidate. Conference Call Apex Bioventures senior management will
host a conference call on Thursday, April 17, 2008 at 11:00 a.m.,
Eastern Time, to discuss the termination of the merger. Live audio
of the conference call will be available to investors, members of
the news media and the general public by dialing 1-800-795-1259
(United States) or 1-785-832-0301 (International) and referencing
the code 6421310. A phone replay will be available for 30 days by
dialing 1-888-203-1112 (United States) or 1-719-457-0820
(International) and referencing the code 6421310. This
communication is being made in respect of the termination of the
merger transaction involving Apex and Dynogen. Apex will promptly
file with the SEC a Current Report on Form 8-K, which will include
the termination agreement as an exhibit. Forward Looking Statement
Disclosure This press release contains certain �forward-looking
statements� within the meaning of the Private Securities Litigation
Reform Act of 1995, as amended, including statements related to the
termination of the merger of Dynogen with a subsidiary of Apex.
Forward-looking statements are based on Apex�s estimates, beliefs
and projections, and are subject to numerous risks, assumptions and
uncertainties, many of which change over time and are beyond Apex�s
control. Actual results may differ materially from those
anticipated in any forward-looking statement and you should not
place any undue reliance on such forward-looking statements. More
detailed information about Apex and risk factors that may affect
the realization of forward-looking statements, including
forward-looking statements in this press release, is set forth in
Apex's filings with the Securities and Exchange Commission. Apex
urges investors and security holders to read those documents free
of charge at the Commission's web site at http://www.sec.gov.
Interested parties may also obtain these documents free of charge
from Apex. Forward-looking statements speak only as to the date
they are made, and except for any obligation under the U.S. federal
securities laws, Apex undertakes no obligation to publicly update
any forward-looking statement as a result of new information,
future events or otherwise.
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