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Technology Stocks : ATPX: Lunn Industries and Technical Products Group merge. -- Ignore unavailable to you. Want to Upgrade?


To: J.F. who wrote (1907)1/28/2000 9:19:00 AM
From: Jack Ucci  Read Replies (1) | Respond to of 1923
 
Here's the news:

AGREEMENT WITH VERITAS CAPITAL
Fri Jan 28 08:15:00 EST 2000



ROSWELL, Ga., Jan 28, 2000 /PRNewswire via COMTEX/ -- Advanced
Technical Products, Inc. (Nasdaq: ATPX), and representatives of The
Veritas Capital Fund, L.P., an affiliate of which had been party to the
merger agreement (the "Buyer"), announced today that, due to recent
developments at ATP's Alcore Division, they have mutually terminated
the merger agreement entered into in September 1999 without liability
to either party. The parties have simultaneously entered into a new
merger agreement pursuant to which the stockholders of ATP will receive
in cash $12.75 per share, without interest. The new merger agreement is
subject to, among other things, stockholder approval, delivery to and
acceptance by the Buyer of ATP's December 31, 1999 audited financial
statements and the Buyer's ability to arrange financing. The Buyer will
have ten days to terminate the new merger agreement after receiving the
audited financial statements, and if it does not terminate within that
ten-day period, the Buyer must promptly provide ATP with reasonable
evidence that the Buyer has obtained financing. If the Buyer does not
terminate the agreement within the ten-day acceptance period, the Buyer
will be obligated to pay to ATP a cash amount of $3,000,000 if the
Buyer does not obtain financing on or before June 30, 2000.

ATP designs, develops and manufactures advanced composite based
materials and products from continuous high strength fibers which
optimize structural performance while minimizing the components'
weight. ATP believes it is one of a very few with the ability to
utilize multiple processes, such as, autoclave lamination, filament
winding, resin transfer molding and metal bonding. Using these
processes, the Company manufactures products for the aerospace and
defense markets, as well as for commercial applications including oil
and gas tubulars and fuel tanks for Natural Gas Vehicles. The Company
is also a leader in the development and production of chemical defense
systems.

This press release includes forward-looking statements regarding the
present intentions and expectations of management of ATP. Certain
factors beyond ATP's control could cause results to differ materially
from those in these forward-looking statements. Among these risk
factors are the possibility that the sale of Advanced Technical
Products may not close due to the failure to satisfy certain conditions
including the satisfactory completion of certain regulatory, third
party and stockholder approval. Other risk factors include general
market conditions, dependence on the aerospace and defense industries,
the level of military expenditures and competition in the markets for
ATP's products, are more fully described in ATP's Form 10-K and other
documents filed with the Securities and Exchange Commission.

SOURCE Advanced Technical Products, Inc.
(C) 2000 PR Newswire. All rights reserved.
prnewswire.com



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