CABG Medical Announces Special Meeting of Shareholders to Be Held on April 27, 2006
March 23 2006 - 10:00AM
PR Newswire (US)
MINNEAPOLIS, March 23 /PRNewswire-FirstCall/ -- CABG Medical, Inc.
(NASDAQ:CABG) today announced it has set the time and date for its
Special Meeting of Shareholders (the "Meeting") as 2:00 p.m.
Central Daylight Time (3:00 p.m. Eastern Daylight Time) on
Thursday, April 27, 2006. At the Meeting, shareholders of record
will vote on the Company's Plan of Liquidation and Dissolution (the
"Plan"). (Logo:
http://www.newscom.com/cgi-bin/prnh/20050114/CGF013LOGO ) The
Company also announced today that it has received notification from
Nasdaq of its intent to delist the Company's common stock from the
Nasdaq National Market effective April 28, 2006, one day following
the Special Meeting of the Shareholders to approve the Company's
Plan. The notification was based on the staff's review of the
Company's Form 8-K filed on February 13, 2006, which disclosed the
Company's plan to substantially reduce operations in anticipation
of a possible dissolution and the Company's Form 10-K for the year
ended 2005 filed on February 27, 2006, which disclosed the Board of
Directors' approval of the Plan. Nasdaq has made its determination
under Marketplace Rule 4300, which provides Nasdaq the discretion
of discontinuing listing of securities on Nasdaq based on any
event, condition or circumstance that exists or occurs that makes
continued listing inadvisable or unwarranted in the opinion of
Nasdaq, and Marketplace Rule 4450(f), which provides that Nasdaq
may suspend or terminate continued listing of securities if a plan
of liquidation has been adopted. As indicated above, the Company
previously announced its Board of Directors' unanimously adopted a
formal plan of liquidation and dissolution and has filed a
preliminary proxy regarding the dissolution with the Securities and
Exchange Commission. The Plan is subject to shareholder approval at
the Special Meeting of the Shareholders. The Company anticipates
mailing the definitive proxy statement for the Meeting on or about
March 30, 2006 to shareholders of record as of March 24, 2006. In
anticipation of executing the Plan, the Company has ceased research
and development activities associated with the Holly Graft System,
terminated seven of its eleven full-time employees and has
initiated the process for the formal liquidation and dissolution of
the Company. In parallel with the formal dissolution process, the
Company will evaluate appropriate strategic alternatives brought to
it by its investment bank.
http://www.newscom.com/cgi-bin/prnh/20050114/CGF013LOGO
http://photoarchive.ap.org/ DATASOURCE: CABG Medical, Inc. CONTACT:
Manny Villafana, Chairman & CEO, or John L. Babitt, President
& CFO, both of CABG Medical, Inc., +1-763-258-8005, or fax,
+1-763-258-8008 Web site: http://www.cabgmedical.com/
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