ATLANTA and IRVINE, Calif., April 18, 2011 /PRNewswire/ —
CryoLife, Inc. (NYSE:
CRY), an implantable biological medical device and
cardiovascular tissue processing company, today announced the
expiration of the 20-day “go-shop” period that is part of its
definitive agreement with Cardiogenesis Corporation
(“Cardiogenesis”), whereby CryoLife is conducting a cash tender
offer for 49.9 percent of the outstanding shares of
Cardiogenesis.
During the “go-shop” period, Cardiogenesis was permitted, under
the terms of the definitive agreement, to initiate, solicit and
encourage proposals from, and engage in discussions with, third
parties related to alternate acquisition proposals for a period of
20 days, which continued through April 17, 2011. Despite these
solicitation efforts, Cardiogenesis did not receive any alternative
acquisition proposals.
The initial tender offer period is expected to end on May 2,
2011. Assuming that CryoLife, through its wholly-owned subsidiary
CL Falcon, Inc., acquires 49.9 percent of the outstanding shares,
Cardiogenesis will hold a special meeting of Cardiogenesis
shareholders as soon as practical after the completion of the
tender offer to vote on the proposed merger. If more than 50
percent of the outstanding shares of Cardiogenesis, including those
shares acquired by CryoLife in the tender offer, vote in favor of
the merger, CryoLife and Cardiogenesis will move to complete the
merger as soon as possible after the special meeting of
Cardiogenesis shareholders. Assuming CryoLife successfully acquires
49.9 percent of Cardiogenesis’ outstanding shares in the tender
offer, CryoLife expects that the shares acquired in the tender
offer together with shares held by the officers and directors of
Cardiogenesis that are subject to a support agreement that requires
them to be voted in favor of the merger will be sufficient to
assure approval of the merge
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