AtheroGenics Seeks to Realign Capital Structure
September 02 2008 - 8:39AM
Marketwired
AtheroGenics, Inc. (NASDAQ: AGIX), a pharmaceutical company focused
on the treatment of chronic inflammatory diseases, today reported
that it will not repay the Company's 4.5% Convertible Notes (the
"2008 Notes," CUSIP 047439AB0) due today, nor will it make its
scheduled interest payment on the 2008 Notes or the 4.5%
Convertible Notes due March 1, 2011 (the "2011 Notes," CUSIP
047439AE4). The Company has been attempting to restructure its 2008
Notes prior to their maturity, but was unable to agree on a
restructuring on terms acceptable to the Company and the holders of
the 2008 Notes. In a related move, AtheroGenics has retained Morgan
Stanley to assist it in evaluating restructuring alternatives to
its current capital structure. Holders of all three series of
convertible notes: the 2008 Notes, the 2011 Notes and the 1.5%
Convertible Notes due February 1, 2012 (the "2012 Notes," CUSIP
047439AD6 and CUSIP 047439AC8) are invited to contact Morgan
Stanley (contact information below) for further information.
"The very large debt burden of the Company has created a
significant impediment to our ability to effectively develop our
primary asset, AGI-1067," said Russell M. Medford, M.D., Ph.D.,
President and Chief Executive Officer of AtheroGenics. "We believe
that our actions today appropriately account for the interests of
the Company's various stakeholders." Dr. Medford further stated,
"We continue to believe that there is a significant medical need
and commercial opportunity for our novel lead drug candidate,
AGI-1067, which could become the first diabetes treatment with
demonstrated cardiovascular safety and the potential to reduce
serious cardiovascular events."
The Company intends to meet with the U.S. Food and Drug
Administration in the near term to discuss its plans for the second
phase 3 clinical trial of AGI-1067 as a treatment for type 2
diabetes.
The action announced today results in an event of default under
the indenture governing the 2008 Notes and creates an event of
default under the indentures governing the 2011 Notes and the 2012
Notes. The 2011 Notes and 2012 Notes will be immediately due and
payable upon the Company's receipt of written notice from either
the trustee for such notes or the holders of not less than 25% in
aggregate principal amount of each series of notes. The Company
will be continuing to work with Morgan Stanley to develop a
solution that addresses all of its outstanding notes.
Morgan Stanley contact information
Simon Morgan 212-761-2219 or by email at: Simon.J.Morgan@morganstanley.com
Francesco Cipollone 212-761-1941 or by email at:
Francesco.Cipollone@morganstanley.com
About AtheroGenics
AtheroGenics is focused on the discovery, development and
commercialization of novel drugs for the treatment of chronic
inflammatory diseases, including diabetes and coronary heart
disease (atherosclerosis). The Company's lead antioxidant and
anti-inflammatory drug candidate, AGI-1067, is being studied for
the treatment of diabetes and has successfully completed a Phase 3
clinical trial known as ANDES (AGI-1067 as a Novel Anti-Diabetic
Agent Evaluation Study). In addition, the Company has other
clinical and preclinical anti-inflammatory compounds, including
AGI-1096, an oral agent for the prevention of organ transplant
rejection. For more information about AtheroGenics, please visit
http://www.atherogenics.com.
Disclosure Regarding Forward-Looking Statements
Statements contained in this press release that relate to events
or developments that we expect or anticipate will occur in the
future are deemed to be forward-looking statements, and can be
identified by words such as "believes," "intends," "expects" and
similar expressions. AtheroGenics cautions investors not to place
undue reliance on the forward-looking statements contained in this
release. An example of a forward looking statement in this press
release includes the Company's plans to attempt to realign its
capital structure through a restructuring of its convertible notes
and to meet with the FDA in the near term to discuss its plans for
the second phase 3 clinical trial of AGI-1067 as a treatment for
type 2 diabetes. The Company has not commenced negotiations with
the holders of its convertible notes with respect to a
restructuring of all of its outstanding indebtedness. All
discussions to date have been limited to restructuring alternatives
for the 2008 Notes. Accordingly, no agreement related to a
restructuring has been reached and there can be no assurance that
the Company will be able to restructure its convertible notes on
terms acceptable to the Company, or at all. If the Company is
unable to restructure its convertible notes, it may elect to seek
relief under the bankruptcy code. This and other such statements
are subject to certain factors, risks and uncertainties that may
cause actual results, events and performances to differ materially
from those referred to in such statements. For example, additional
information relating to the safety, efficacy or tolerability of
AGI-1067 may be discovered upon further analysis of clinical trial
data. The FDA might not allow us to conduct further studies of the
efficacy of AGI-1067 after our anticipated meetings with them for
the same or new endpoints, and, to the extent approved, additional
clinical trial work may take a significant period of time to
complete or require significant additional resources to complete.
We cannot ensure that AGI-1067 will ever be approved or be proven
safe and effective for use in humans. These and other risks are
discussed in AtheroGenics' Securities and Exchange Commission
filings, including, but not limited to, the risks discussed in
AtheroGenics' Annual Report on Form 10-K for the fiscal year ended
December 31, 2007 and Quarterly Report on Form 10-Q for the quarter
ended June 30, 2008, which are specifically incorporated by
reference into this press release. We undertake no obligation to
publicly update any forward-looking statement, whether as a result
of new information, future events, or otherwise.
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