deCODE genetics, Inc. Files Voluntary Chapter 11 Petition to Facilitate Sale of Assets
November 17 2009 - 2:48AM
PR Newswire (US)
Enters into asset purchase agreement and receives commitment for
debtor-in-possession financing to continue operations during
Chapter 11 process REYKJAVIK, Iceland, Nov. 17
/PRNewswire-FirstCall/ -- deCODE genetics, Inc. (NASDAQ:DCGN) today
announced that it has filed a voluntary petition for relief under
Chapter 11 of the United States Bankruptcy Code with the United
States Bankruptcy Court for the District of Delaware to facilitate
the sale of substantially all of its assets. deCODE is continuing
to operate its business and manage its properties as a
debtor-in-possession pursuant to Sections 1107 and 1108 of the
Bankruptcy Code. In recent months, deCODE and its advisors have
explored multiple restructuring alternatives, including the sale of
specific portions of deCODE's operations, the sale or license of
its drug discovery programs, the restructuring of its outstanding
convertible notes and the obtaining of new equity financing. As a
result of these efforts, deCODE has entered into and filed
concurrently with its Chapter 11 petition an asset purchase
agreement with Saga Investments LLC (Saga) to sell its
Iceland-based subsidiary Islensk Erfdagreining (IE), and its drug
discovery and development programs. This agreement, pursuant to
Section 363 of the Bankruptcy Code, is subject to a number of
contingencies, including a competitive bidding procedure and court
approval in accordance with bankruptcy law. IE conducts deCODE's
human genetics research, manages its population genetics resources
and provides its personal genome scans, DNA-based risk assessment
tests, and genomics services for contract customers. deCODE expects
that if the asset sale is consummated it would be liquidated
pursuant to a plan of liquidation which would be subject to the
approval of the bankruptcy court. In the event of a liquidation,
any recovery for stockholders of deCODE would be highly unlikely.
deCODE has also entered into a secured loan agreement with Saga
which, subject to bankruptcy court approval, will provide the
Company with interim financing to fund post-petition operating
expenses. deCODE expects this debtor-in-possession financing, if
consummated, to allow the delivery of services to deCODE's
customers and clients to continue without interruption during the
bankruptcy process. Saga's investors include Polaris Venture
Partners and Arch Venture Partners. deCODE has filed various "first
day" motions with the bankruptcy court to ensure its ability to
conduct normal business operations. This Chapter 11 filing is for
deCODE genetics, Inc. only and does not include IE or deCODE's
former U.S.-based subsidiaries deCODE Biostructures Inc. and
Emerald BioSystems Inc., recently sold to an unrelated third party.
Additional information about deCODE's Chapter 11 case, which has
been assigned case number 09-14063, will be posted along with
bankruptcy court documents when these become available on the
website of the court's claims agent at http://www.delclaims.com/.
About deCODE deCODE is a global leader in analysing and
understanding the human genome. deCODE has identified key
variations in the sequence of the genome conferring increased risk
of major public health challenges from cardiovascular disease to
cancer, and employs its gene discovery engine to develop DNA-based
tests to assess individual risk of common diseases; to license its
tests and intellectual property to partners; and to provide
comprehensive, leading- edge contract services to companies and
research institutions around the globe. Through its CLIA- and
CAP-certified laboratory deCODE offers DNA-based tests for gauging
risk and empowering prevention of common diseases, including deCODE
T2(TM) for type 2 diabetes; deCODE AF(TM) for atrial fibrillation
and stroke; deCODE MI(TM) for heart attack; deCODE
ProstateCancer(TM) for prostate cancer; deCODE Glaucoma(TM) for a
major type of glaucoma; and deCODE BreastCancer, for the common
forms of breast cancer. Through its pioneering personal genome
analysis service deCODEme(TM), deCODE enables individuals to better
understand their risk of dozens of common diseases and to learn
about their ancestry and other traits. deCODE's therapeutics
portfolio includes DG041, an antiplatelet compound being developed
for the prevention of arterial thrombosis; DG051, a compound
targeting the leukotriene pathway for the prevention of heart
attack; and DG071 and a platform for other PDE4 modulators with
therapeutic applications in Alzheimer's disease and other
conditions. Visit us on the web at http://www.decode.com/; at
http://www.decodediagnostics.com/; at http://www.decodeme.com/; and
on our blog at http://www.decodeyou.com/. Any statements contained
in this presentation that relate to future plans, events or
performance are forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. These
forward-looking statements include, without limitation, statements
regarding deCODE's expectations concerning the bankruptcy process
and the continuation of day-to-day operations. deCODE's actual
results could differ materially from those anticipated in the
forward-looking statements as a result of risks and uncertainties,
including, without limitation, (1) the impact of today's
announcement on deCODE's operations; (2) the ability of deCODE to
maintain sufficient debtor-in-possession financing to fund its
operations and the expenses of the Chapter 11 proceeding; (3) the
ability of deCODE to obtain court approval of its first day papers
and other motions in the Chapter 11 proceeding; (4) the outcome and
timing of the proposed sale of deCODE's assets, including deCODE's
ability to close a transaction with Saga or any other purchaser;
(5) the uncertainty associated with motions by third parties in the
bankruptcy proceeding; (6) deCODE's ability to obtain and maintain
normal terms with vendors and service providers and contracts that
are critical to its operation; and (7) other risks identified in
deCODE's filings with the Securities and Exchange Commission,
including, without limitation, the risk factors identified in our
most recent Annual Report on Form 10-K and any updates to those
risk factors filed from time to time in our Quarterly Reports on
Form 10-Q or Current Reports on Form 8-K. deCODE undertakes no
obligation to update or alter these forward-looking statements as a
result of new information, future events or otherwise. Contacts:
deCODE genetics Joy Bessenger Edward Farmer Gisli Arnason +1 212
481 3891 +354 570 2819 +354 570 1900 DATASOURCE: deCODE genetics
CONTACT: Joy Bessenger, +1-212-481-3891, , or Edward Farmer, +354
570 2819, , or Gisli Arnason, +354 570 1900, , all of deCODE
genetics Web Site: http://www.decode.com/
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