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MZT Holdings, Inc., Announces Stockholders Approved Sale of Substantially All Assets

Asset Purchase Agreement

MZT Holdings, Inc., Announces Stockholders Approved Sale of Substantially All Assets | Document Parties: Inverness Medical Innovations, Inc | Matritech, Inc | Milano Acquisition Corp You are currently viewing:
This Asset Purchase Agreement involves

Inverness Medical Innovations, Inc | Matritech, Inc | Milano Acquisition Corp

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Title: MZT Holdings, Inc., Announces Stockholders Approved Sale of Substantially All Assets
Date: 12/18/2007
Industry: Biotechnology and Drugs     Sector: Healthcare

MZT Holdings, Inc., Announces Stockholders Approved Sale of Substantially All Assets, Parties: inverness medical innovations  inc , matritech  inc , milano acquisition corp
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EXHIBIT 99.1


 
MZT Holdings, Inc., Announces Stockholders Approved Sale of Substantially All Assets
 
NEWTON, Mass.--(BUSINESS WIRE)--MZT Holdings, Inc., formerly known as Matritech, Inc. (Amex:MZT), announced today that its stockholders have approved:
 
• The sale of substantially all of the assets of the company to Milano Acquisition Corp., a wholly owned subsidiary of Inverness Medical Innovations, Inc., pursuant to and on the terms set forth in an Asset Purchase Agreement dated August 27, 2007 by and among Inverness, Milano and Matritech;
 
• The plan of complete liquidation and dissolution of the company, including the liquidation and dissolution of the company contemplated thereby, following the closing of the asset sale; and
 
• The amendment to the company’s certificate of incorporation to change its name to MZT Holdings, Inc. following the closing of the asset sale.
 
Following receipt of stockholder approval, the company completed the sale of substantially all of its assets to Milano Acquisition Corp. in exchange for aggregate consideration of 616,671 shares of Inverness common stock valued in accordance with the Asset Purchase Agreement at approximately $36 million. MZT Holdings may receive up to $2 million of incremental consideration, payable in cash and/or Inverness common stock, if the revenue associated with the assets sold to Milano exceeds certain revenue targets during the next twelve-month period. Based on the closing price of Inverness common stock on December 12, 2007, the market value of the 616,671 shares received by MZT Holdings is approximately $34.7 million. Following the closing of the asset sale, the Company’s name was changed to MZT Holdings, Inc.
 
MZT Holdings also announced that its Board of Directors has accepted the resignations of all of its executive officers except its Secretary, Patricia Randall, effective December 12, 20

 
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