It's about time we got the PR! I expected it when I got to work this morning. Here it is...
Xtrana, Inc. and Alpha Innotech Corporation Announce Closing of Reverse Merger Transaction, 1-for-10 Reverse Stock Split and Name Change)
SAN LEANDRO, Calif., Oct 04, 2005 (BUSINESS WIRE) -- Xtrana, Inc. (OTCBB: XTRN)
and Alpha Innotech Corporation announced the closing, effective of as October 3,
2005, of the previously announced reverse merger transaction. Pursuant to an
Agreement and Plan of Merger, Alpha Innotech Corporation was merged with a
wholly owned subsidiary of Xtrana, with Alpha Innotech Corporation being the
surviving operating entity and becoming a wholly owned subsidiary of Xtrana. As
a result of the closing, the historical business operations of Alpha Innotech
will comprise Xtrana's principal business operations going forward.
Alpha Innotech was founded in 1992 and is headquartered in San Leandro,
California. Alpha Innotech develops, manufactures and markets digital imaging
and detection systems for the life science research and drug discovery markets.
Alpha Innotech's goal is to combine instruments, reagents and bioinformatics
software to offer integrated modular technology platforms for the
electrophoresis, functional genomics, proteomics and cell analysis markets.
Alpha Innotech had revenues of $10.5 million for the fiscal year ended December
31, 2004, and expects revenues to increase at least 15% for the year ending
December 31, 2005, as compared to the prior year.
Pursuant to the merger, all outstanding capital stock of Alpha Innotech
Corporation was converted into the right to receive shares of Xtrana common
stock and all outstanding Alpha Innotech Corporation stock options and warrants
were converted into options and warrants to purchase Xtrana common stock. As a
result of the merger, the former Alpha Innotech shareholders now hold
approximately 83% of the outstanding common stock of the combined company and
stockholders who held Xtrana common stock immediately prior to the merger now
hold approximately 17% of the issued and outstanding common stock (excluding
options and warrants).
Alpha Innotech shareholders approved the merger earlier this month by written
consent. Xtrana stockholders approved the merger at the annual stockholders
meeting held yesterday. Additional information about the merger transaction, and
Alpha Innotech Corporation, can be found in Xtrana's Definitive Proxy Statement
on Schedule 14A filed with the Securities and Exchange Commission on August 12,
2005.
In connection with the closing of the merger, Haseeb Chaudhry was appointed as
the Chief Executive Officer of the Company; and Darryl Ray, Ph.D., was appointed
as the President, Chief Operating Officer and Acting Chief Financial Officer. In
addition, in connection with the closing of the merger, the following directors
were appointed as members of the Board of Directors: Haseeb Chaudhry; Darryl
Ray, Ph.D.; Nagesh Mahtre, Ph.D.; and William Snider; in addition to two
continuing directors of Xtrana, Michael D. Bick, Ph.D. and James H. Chamberlain.
"We are very pleased with the results of the vote," stated Darryl Ray, President
of the combined company. "We believe the merger will provide Alpha Innotech
access to additional resources needed to implement our plans to grow our
business through the introduction of innovative products for the life science
and drug discovery markets."
Reverse Stock Split and Name Change
In connection with the merger, Xtrana shareholders also approved a one-for-ten
reverse stock split and a proposal to change the name of the corporation from
Xtrana, Inc. to Alpha Innotech Corp. The reverse stock split and name change
were effective yesterday pursuant to a Certificate of Amendment to the Company's
Certificate of Incorporation filed with the Delaware Secretary of State.
The post-reverse-stock-split common stock of the Company is anticipated to start
trading on the NASD Over-the-Counter Bulletin Board under the name Alpha
Innotech Corp. on October 6, 2005.
Forward-Looking Statements
This press release contains forward-looking statements (identified by the words
"estimate," "anticipate," "expect," "believe," and similar expressions), which
are based upon management's current expectations and speak only as of the date
made. These forward-looking statements are subject to risks, uncertainties and
factors that could cause actual results to differ materially from the results
anticipated in the forward-looking statements and include, but are not limited
to, the timing of the introduction and success of new products by Alpha Innotech
Corporation, Alpha Innotech Corporation's growth prospects, as well as other
factors discussed in Xtrana's latest SEC Reports on Form 8-K, Form 10-KSB and
Forms 10-QSB.
SOURCE: Alpha Innotech Corporation
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