PETACH TIKVA, Israel, October 19 /PRNewswire-FirstCall/ -- Healthcare Technologies Ltd. (NASDAQ: HCTL), announced today that the extraordinary general meeting of its shareholders, previously scheduled for September 30, 2007, will be held on December 4, 2007 at 4:00 p.m., at the offices of Yigal Arnon & Co., 1 Azrieli Center, Round Tower, 47th Floor, Tel Aviv, Israel.
At the meeting, shareholders will be asked to approve the previously announced Asset Purchase Agreement with NexGen Biofuels, Inc, Mac Bioventures Inc. and Gamida for Life B.V. and the transactions contemplated thereby, as a result of which the Company's business will be in the field of renewable fuels rather than biotechnology and medical devices.
Shareholders of record of the Company as of the close of business in New York on October 25, 2007, are entitled to vote at the Meeting.
The Notice, the previously distributed Proxy Statement and a Supplement to the Proxy Statement associated with the Meeting are available on the SEC's website at http://www.sec.gov and on the Company's website at http://www.hctech.com. Materials for the meeting will be sent to all shareholders of record. Proxy cards that were returned for the September 30th meeting are no longer valid with respect to the December 4, 2007 Meeting, and shareholders must vote again for their vote to count at the December 4, 2007 Meeting. Brokers cannot vote shareholders' shares in connection with the Meeting without instructions from the shareholders.
Shareholders who need additional copies of the proxy materials or have questions regarding the Meeting, including the procedures for voting shares, should call The Altman Group, the Company's proxy solicitor, toll-free at +1-800-622-1588 (from the United States) or +1-201-806-7300 (from other locations).
Closing of the transactions contemplated by the Agreement is subject to the completion of due diligence by the parties, the receipt of the necessary corporate, regulatory and third party approvals, including Healthcare's shareholders and the approval of the Israeli District Court and other closing conditions. No assurance can be given that the transactions contemplated by the Agreement will close.
About Healthcare Technologies
Healthcare Technologies Ltd. through it subsidiaries and affiliates Gamidor Diagnostics (1984) Ltd., Danyel Biotech Ltd. and Savyon Diagnostics Ltd., specializes in the development, manufacturing and marketing of clinical diagnostic test kits and provides services and tools to diagnostic and biotech research professionals in laboratory and point of care sites worldwide.
About NexGen Biofuels, Inc.
NexGen is operating in the business of alternative fuels. NexGen plans to build and operate four ethanol and one biodiesel plant with production primarily within in the United States. NexGen is currently in the process of acquiring and developing its proposed plants and has not conducted any significant business operations or generated any operating revenues to date. It is NexGen's intention to produce 100 million gallons of annual ethanol production per ethanol site, and 100 million gallons of annual biodiesel production.
SAFE HARBOR: This press release contains certain forward looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. With the exception of historical information contained herein, the matters discussed in this press release involve risk and uncertainties. Actual results could differ materially from those expressed in any forward looking statement made by or on behalf of Healthcare Technologies Ltd. Many factors could cause the actual results, performance or achievements of Healthcare or the above described transaction to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements, including, among others: satisfaction of the closing conditions to the agreement; the agreement becoming subject to termination if the Closing has not taken place on or before December 31, 2007, receipt of shareholder, regulatory and third party approvals, including the approval of the District Court of Tel Aviv; the satisfaction and completion of due diligence by the parties to the agreement; the receipt by Healthcare of a satisfactory valuation of NexGen's assets; a non-binding offer to purchase Healthcare's subsidiaries previously sent to us by Inverness Medical Innovations Inc., to which, as any negotiations with Inverness would be a breach of the NexGen Agreement, Healthcare has refrained from any discussions with Inverness. Readers are referred to the documents filed by the company with the Securities and Exchange Commission, specifically the Proxy Statement filed on August 16, 2007 and Supplement to the Proxy Statement filed on or about the date hereof concerning the meeting and most recent report on Form 20F that identifies important risks which could cause actual results to differ from those contained in the forward looking statements.
|SOURCE Healthcare Technologies Ltd|
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