QUEBEC, June 18 /PRNewswire-FirstCall/ - Following the announcement on April 30, 2009, of the execution of a partnership agreement between Victhom Human Bionics Inc. ("Victhom", TSX: VHB) and Otto Bock HealthCare GmbH ("Otto Bock"), Victhom announced today the completion of the transaction contemplated by the partnership agreement and the approval by its shareholders and debenture holders of the concurrent restructuring of its outstanding convertible debentures by way of plan of arrangement.
On June 16, 2009, the arrangement resolution was approved by 98% of Victhom's shareholders present or represented by proxy at the annual and special meeting of shareholders, and by 97% of the debenture holders at the debenture holders' meeting held earlier that day.
On June 17, 2009, the Quebec Superior Court issued its final order approving the implementation of the plan of arrangement providing inter alia for the consolidation of Victhom's common shares on a 10 for 1 basis and the conversion the 7% convertible debentures maturing in March 2010 in the capital amount of CAN$ 18,354,000 into a newly created class of preferred shares.
The 10:1 consolidation will take effect as of today but the common shares of the Corporation will transact on a post-consolidation basis on the Toronto Stock Exchange on June 23, 2009. It is expected that share certificates representing the preferred shares and the newly consolidated common shares will be made available to debenture holders and shareholders shortly.
As part of the arrangement and pursuant to the partnership agreement, Victhom has transferred all of the assets and liabilities of its Neurobionix division to the newly created general partnership, "Neurostream Technologies General Partnership" ("Neurostream Technologies"), concurrent with an initial equity investment of CAN$ 12.5 million in Neurostream Technologies by Otto Bock. At closing, Neurostream Technologies is owned 55.6% by Otto Bock and 44.4% by Victhom. The partnership agreement also provides for additional contributions by Otto Bock of CAN$ 17.5 million, totaling a contribution of CAN$ 30 million over the next 2 1/2 years to be mainly used to bring to market the Neurostep(R) System for the treatment of gait disorders but also to develop neuromodulation products in other indications such as sleep apnea and epilepsy.
Besides, the Founder and Chief Operating Officer of Victhom's Biotronix division, Mr. Stephane Bedard, has announced that he would be leaving the Corporation to pursue new projects. "I am leaving with a feeling of accomplishment. My dream to create the first bionic leg in the world that would allow amputees to regain some autonomy in regard of their mobility has now come true with the launch of the Power Knee II. I am very proud of that. Having founded Victhom ten years ago, I now wish to pass the torch and to take on new projects. I am leaving confident in Victhom's future, since the Corporation today has the necessary support and resources to pursue its development successfully. I want to thank all the members of Victhom's team, and particularly all the scientists who have been working on the development of the Power Knee and have put their confidence in the scientific direction I have established, as well as the shareholders of the Corporation for their unfailing support throughout those years".
Following Mr. Bedard's departure, the management of the Victhom Bionized subsidiary will be taken over by Mr. Normand Rivard. "On behalf of Victhom, I want to acknowledge Stephane's remarkable work during all those years. Victhom came to life thanks to his insight, talent and determination and the Corporation could never have achieved this level of development without his valuable contribution. We would like to wish the best success to Stephane", insisted Mr. Rivard. As for the Chairman of the board of Directors, Mr. Daniel Johnson, he stressed the admiration of the board for Mr. Bedard's achievements and the hallmark he leaves in Quebec's world of technology: "The members of the board all acknowledge Stephane's continued involvement and deep motivation for people who hoped to regain some mobility and well-being through the development of the device he had designed, and he is to be commended for this".
Furthermore, the board of Victhom has appointed Mr. Normand Rivard President and Chief Executive Officer of the Corporation and confirmed that Mrs. Karine Tendland will still be acting as Director of Finance, while performing the functions of Chief Financial Officer for regulatory purposes. For the Chairman of the board, Mr. Daniel Johnson, "Throughout his acting appointment, Normand Rivard took over the role of Chief Executive Officer, and this during a crucial time for the development of the Corporation. Therefore, it is important to confirm him in his position, while ongoing partnerships point to a new future for Victhom".
Victhom discovers, develops and manufactures bionic devices involved in the treatment of a variety of physical and physiological dysfunctions. Victhom's Neurobionix division focuses on the development and commercialization of technologies and products involving implantable devices that feature neurosensing and neurostimulation components, integrated with artificial intelligence. Victhom's Biotronix division develops biomechatronic products to support or replace peripheral limbs in what is known as the orthotics and prosthetics market.
Some of the statements made herein may constitute forward-looking statements. These statements relate to future events or our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause Victhom's actual results, performance or achievements to be materially different from those expressed or implied by any of Victhom's statements. Actual events or results may differ materially. We disclaim any intention, and assume no obligation, to update these forward-looking statements.
|SOURCE VICTHOM HUMAN BIONICS INC.|
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