BriteSmile Rejects Futuredontics Proposal
11 Juin 2006 - 11:45PM
PR Newswire (US)
WALNUT CREEK, Calif., June 11 /PRNewswire-FirstCall/ -- BriteSmile,
Inc. (NASDAQ:BSML) ("BriteSmile") announced today that its Board of
Directors has unanimously rejected the unsolicited proposal by
Futuredontics, Inc. ("Futuredontics") to acquire the outstanding
shares of BriteSmile for $2.00 per share in cash and $2.00 per
share in Futuredontics common stock. The proposal, unilaterally
announced by Futuredontics on June 9, was not based on any prior
discussions with BriteSmile for an acquisition of the Company, and
BriteSmile had not agreed to public disclosure of the proposal at
this time. BriteSmile emphasized that discussions with
Futuredontics following receipt of the proposal were very
preliminary, and neither party had conducted any due diligence with
respect to the other. Among the reasons cited by the Board, the
proposal was rejected because Futuredontics had advised BriteSmile
that it does not have the funds required to complete the
transaction. In addition, BriteSmile believes that the
reverse-merger structure of Futuredontics' proposal is not
feasible, nor does the proposal specify the means of assuring
BriteSmile's stockholders that the stock component of the
consideration would be worth $2 per share. Finally, BriteSmile
stockholders holding approximately 55% of its outstanding stock
have informed BriteSmile that they are not interested in approving
a transaction with Futuredontics on the proposed terms. Such stock
would be sufficient to block any transaction with Futuredontics.
BriteSmile markets the most advanced teeth whitening technology
available through 17 state-of-the-art BriteSmile Professional Teeth
Whitening Centers. BriteSmile Centers are currently operating in
Beverly Hills, Irvine, Palo Alto, Walnut Creek, San Francisco and
La Jolla, CA; Houston, TX; Denver, CO; Boston, MA; McLean, VA;
Atlanta, GA; New York, NY; Chicago and Schaumburg, IL; and,
Phoenix, AZ. For more information about BriteSmile's procedure,
call 1- 800-BRITESMILE or visit the Company's Website at
http://www.britesmile.com/. This release, other than historical
information, consists of forward- looking statements that involve
risks and uncertainties such as the Company's ability to
successfully and profitably operate the Spa Center business.
Readers are referred to the documents filed by BriteSmile with the
Securities and Exchange Commission, specifically the Company's most
recent reports on Forms 10-K and 10-Q, that identify important risk
factors which could cause actual results to differ from those
contained in the forward-looking statements. BriteSmile and its
affiliates disclaim any intent or obligation to update these
forward-looking statements. DATASOURCE: BriteSmile, Inc. CONTACT:
Kenneth A. Czaja, CFO, +1-925-279-2867 for BriteSmile, Inc. Web
site: http://www.britesmile.com/
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