5:38PM Harvard Biosci affirms plan to spin-off Harvard Apparatus Regenerative Technology, Inc. and announces its intended path forward (HBIO) 4.85 -0.27 : Co announced that it continues to believe that the best path to maximizing value for its shareholders is to spin-off Harvard Apparatus Regenerative Technology, Inc., or HART, its wholly-owned regenerative medicine device subsidiary, to separate that regenerative medicine device business from HBIO's profitable core life science research tools business.
The Company is seeking withdrawal of the Registration Statement because of unfavorable market conditions. To that end, HART will not proceed with its planned initial public offering of its common stock. Instead, HBIO will proceed with the spin-off of HART promptly following the effectiveness of a Registration Statement on Form 10 to be filed by HART with the SEC to become a public reporting company. Harvard Bioscience expects the shares of HART common stock distributed in the spin-off to be publically tradeable, subject to compliance with applicable securities laws. HART intends to withdraw its Registration Statement on Form S-1 filed with the SEC and thereafter file the Registration Statement on Form 10 under the Securities Exchange Act of 1934.
Harvard Bioscience intends to effect the separation of its regenerative medicine business through the spin-off of 100% of HART's common stock to Harvard Bioscience stockholders in a pro-rata, tax-free dividend. Prior to such spin-off, Harvard Bioscience plans to contribute $15 million in cash to fund HART's initial operations. Harvard Bioscience also intends to apply to list HART's common stock on the NASDAQ Capital Market under the symbol "HART" in connection with the spin-off and related Form 10 filing
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