ev3 Inc. Announces Expected Closing Date for Acquisition of Public Minority Stake in Micro Therapeutics, Inc.
December 08 2005 - 11:01AM
PR Newswire (US)
PLYMOUTH, Minn., Dec. 8 /PRNewswire-FirstCall/ -- ev3 Inc.
(NASDAQ:EVVV), a global endovascular device company, announced
today that it expects the previously announced merger of a wholly
owned subsidiary of ev3 into Micro Therapeutics, Inc. (MTI)
(NASDAQ:MTIX), an endovascular medical device company focused on
neurovascular disease and disorders, to be completed on or about
January 6, 2006. Pursuant to this merger, ev3, which currently owns
approximately 70.1% of MTI's common stock through a wholly owned
subsidiary, would acquire all MTI shares that it does not presently
own in exchange for shares of ev3 common stock. (Logo:
http://www.newscom.com/cgi-bin/prnh/20050615/CGEV3LOGO ) An
information statement/prospectus relating to the merger was mailed
on December 7, 2005 to MTI stockholders of record at the close of
business on November 14, 2005. As the majority stockholder of MTI,
ev3 has previously executed a written consent approving the merger,
which is the only stockholder approval necessary or required to
complete the transaction under applicable law or the merger
agreement. As a result, MTI is not soliciting its stockholders to
vote upon the transaction. About ev3 Inc. ev3 Inc. is a global
medical device company focused on endovascular technologies for the
minimally invasive treatment of vascular diseases and disorders.
ev3 and the ev3 logo are trademarks of ev3 Inc., registered in the
U.S. and other countries. Forward-Looking Statements. Statements
contained in this press release that are not historical information
are forward-looking statements as defined within the Private
Securities Litigation Reform Act of 1995. Such forward- looking
statements are subject to risks and uncertainties that could cause
actual results to differ materially from those projected or
implied. Such risks and uncertainties include: the result of the
review of the transaction by various regulatory agencies and any
conditions imposed on ev3 in connection with consummation of the
transaction; satisfaction of various conditions to the closing of
the transaction; existing and possible future litigation relating
to the transaction; and the risks that are described from time to
time in ev3's and MTI's respective reports filed with the
Securities and Exchange Commission ("SEC"), including annual
reports on Form 10-K and quarterly reports on Form 10-Q, as such
reports may have been amended. ev3 undertakes no obligation to
publicly release the results of any revisions to these
forward-looking statements, which may be made to reflect events or
circumstances occurring after the date hereof or to reflect the
occurrence of unanticipated events. Additional Information About
the Merger and Where to Find It. In connection with the
transaction, a registration statement on Form S-4, containing an
information statement/prospectus, has been filed with the SEC. MTI
STOCKHOLDERS ARE ENCOURAGED TO READ THE REGISTRATION STATEMENT AND
ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE
INFORMATION STATEMENT/PROSPECTUS THAT IS PART OF THE REGISTRATION
STATEMENT, BECAUSE THEY CONTAIN IMPORTANT INFORMATION REGARDING THE
TRANSACTION. The final information statement/prospectus has been
mailed to stockholders of MTI. Investors and security holders may
obtain the registration statement containing the information
statement/prospectus (and the filings with the SEC that are
incorporated by reference into such documents) free of charge at
the SEC's web site, http://www.sec.gov/ , or from ev3 Investor
Relations at (763) 398-7000 or MTI Investor Relations at (949)
837-3700. http://www.newscom.com/cgi-bin/prnh/20050615/CGEV3LOGO
http://photoarchive.ap.org/ DATASOURCE: ev3 Inc. CONTACT: Patrick
D. Spangler, CFO of ev3 Inc., +1-763-398-7000,
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