TPTX » Topics » Why is the Board of Directors recommending approval of the Plan of Dissolution?

This excerpt taken from the TPTX DEF 14A filed Jun 19, 2009.

Why is the Board of Directors recommending approval of the Plan of Dissolution?

We have incurred losses since our inception and we do not have, nor have we ever had, products available for sale. Between the spring of 2007 and May 2009, our management, with the approval of our Board of Directors, including Board members Jean Deleage, who resigned from our Board of Directors on May 27, 2009, who is a managing director of Alta Partners, which owned 13.9% of our common stock as of May 26, 2009, Patrick Van Beneden, who resigned from our Board of Directors on May 29, 2009, who is the Executive Vice President Life Sciences of GIMV, N.V., which owned 13.9% of our common stock as of May 26, 2009 and Jason Fisherman, who resigned from our Board of Directors on June 12, 2009 who is a managing director of Advent Healthcare Ventures, which owned 8.3% of our common stock as of May 26, 2009, considered and reviewed numerous strategies to maintain an operating business, including negotiations with potential investors, acquirors or licensing partners, reductions in our workforce and the restructuring of the Company, none of which ultimately proved viable. As detailed in this proxy statement, our Board of Directors determined that it was in the best interests of our stockholders to adopt the Plan of Dissolution providing for the payment of outstanding creditor claims and the distribution of the balance of the Company’s remaining assets, if any, to stockholders in accordance with Delaware law. See “Proposal No. 1—Approval of the Plan of Liquidation and Dissolution—Background and Reasons for the Plan of Dissolution.”

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