WORCESTER, Mass., September 12, 1995 -- href="chap11.cambridge.html">Cambridge Biotech
Corporation (CBCXE) announced today that the U.S. Food and Drug
Administration (FDA) has approved the company's product licensure
application (PLA) for its HTLV-I (rp21e enhanced) immunoassay, an
improved sensitivity blood screening test for Human T-Lymphotropic
Virus Type I (HTLV-I). The FDA also approved an amendment to the
company's establishment licenses to permit the manufacture of the
new test in its manufacturing facilities.
"The new screening assay, which combines recombinant and viral
lysate technologies, represents a new generation of HTLV-I testing,"
said Alison Taunton-Rigby, Ph.D., president and chief executive
officer of Cambridge Biotech. "The test supplements viral lysate
with recombinant p21 protein, the key antigen in the assay, to
provide outstanding sensitivity and specificity. We believe this
new blood test will provide improved performance in detecting HTLV-I
worldwide."
"FDA approval of HTLV-I (rp21e enhanced) provides an important
endorsement of our product development capabilities and our position
of technical leadership in the field of viral diagnostic testing,"
said Dr. Taunton-Rigby. She noted that Cambridge Biotech's
diagnostics division currently manufactures and markets 10
innovative diagnostic products that detect Adenovirus, Rotavirus,
Clostridium difficile, HIV-1, HTLV-I, and Human Lyme. The company
has five biological diagnostic products already licensed by the FDA
and has four biological diagnostic products pending licensure at the
FDA, including a Western blot test to detect HIV-2, a Western blot
test to detect HTLV-I and HTLV-II, and two combination enzyme
immunoassays for screening HIV-1 and HIV-2. The company has FDA
licensed manufacturing facilities in Worcester, Massachusetts and
Rockville, Maryland.
The newly approved product's specificity and sensitivity was
documented in trials that involved testing of over 7,400 blood and
plasma donations from low-risk population groups and over 3,200
specimens from high-risk population groups. In an IV drug user
population of 1,943 samples, the HTLV-I (rp21e enhanced) EIA had a
sensitivity of 100 percent (the accuracy in detecting confirmed HTLV-
I infected specimens). Overall estimated assay sensitivity was
99.54 percent to 100 percent and overall estimated assay specificity
was 99.70 percent to 99.90 percent.
In 1993 the company licensed the rights to make and distribute
the product worldwide to Ortho Diagnostic Systems Inc., retaining
rights to the product in a two-microplate format. The company
intends to market the product directly in the U.S. in the two-
microplate format.
HTLV-I (rp21e enhanced) is approved as a qualitative screen for
donated blood to prevent transmission of HTLV-I and as an aid in the
clinical diagnosis of HTLV-I related diseases. HTLV-I is a
retrovirus associated with a number of cancers, including adult T
cell leukemia, and a number of neurological disorders. Like
HIV/AIDS, HTLV-I is transmitted through sexual contact, shared
needles among IV drug users, and contaminated blood products. HTLV-
I, however, does not cause AIDS. All 14 million units of blood that
are donated annually in the United States are screened for HTLV-I.
Cambridge Biotech Corporation, which filed for protection under
Chapter 11 of the U.S. Bankruptcy Code on July 7, 1994, is a
therapeutics and diagnostics company involved in developing
vaccines, adjuvants, and diagnostics for infectious diseases and
cancer in humans and animals.
/CONTACT: Alison Taunton-Rigby, President and Chief Executive
Officer, or Karen F. Meenan, Associate General Counsel of Cambridge
Biotech Corp., 508-797-5777, or Robert Gottlieb, Senior Vice
President
of Feinstein Partners, 617-577-8110/
NEW YORK, New York -- Sept. 12,
1995 --
Rockefeller Center
Properties, Inc. ("RCPI") today announced that is has signed a
definitive agreement with Equity Office Holdings, L.L.C., a national
office building investment and management company led by Samuel
Zell. The agreement contemplates a $250 million investment by Mr.
Zell and other investors (the "Zell Group") in a recapitalization
and deleveraging transaction that will result in a new company
formed for the purposes of taking title to Rockefeller Center. In
addition, General Electric and the National Broadcasting Company, a
wholly owned subsidiary of GE, have reached an agreement in
principle with the Zell Group and RCPI pursuant to which they will
join the Zell Group as a significant investor. As previously
announced, The Walt Disney Company has also indicated its intent to
be part of the Zell Group.
The Company said that the definitive agreement with the Zell
Group will form the basis of a plan of reorganization that it will
file with the Bankruptcy Court as soon as it is permitted to do so.
"We are tremendously pleased by this vote of confidence by GE
and NBC," said Dr. Peter D. Linneman, Chairman of the Board of
RCPI. "The transaction would permit us to restore the financial
health of Rockefeller Center by reducing its debt load and
strengthening its capital structure," Dr. Linneman continued.
"With less debt at lower interest rates and substantially increased
shareholder equity, the Center, when it emerges from bankruptcy,
will be on a solid long-term financial footing and RCPI's
shareholders will have a substantial stake in a public company that
would own Rockefeller Center."
Consummation of the transactions contemplated by the agreement
is subject to a number of conditions, including the confirmation of
RCPI's reorganization plan for
Rockefeller Center [Properties and RCP Associates]and the receipt of
any required consents. The contemplated transfer of RCPI's assets
and RCPI's liquidation would also require the approval of RCPI's
shareholders. There can be no assurance that these conditions will
be satisfied. The Company also announced that in light of the
uncertainties caused by the Borrowers' Chapter 11 filing on May 11,
1995, it will suspend paying a dividend for the quarter ended
September 30, 1995.
RCPI is a mortgage real estate investment trust whose principal
asset is a $1.3 billion participating convertible mortgage loan on
Rockefeller Center. Rockefeller Center is a 12-building landmark
office and retail complex in the heart of midtown Manhattan with 6.2
million square feet of net rentable space. The current owners of
Rockefeller Center, two partnerships controlled by Mitsubishi Estate
Company, Ltd. and Rockefeller family interests, filed for
protection under Chapter 11 on May 11, 1995.
RCPI is listed on the New York Stock Exchange as "RCP." As of
September 11, 1995, there are 38,260,704 shares of common stock
outstanding. Equity Office Holdings, L.L.C. is a Chicago-based
privately held office building owner/operator headed by Samuel Zell,
Chairman of the Board. Equity Office and its subsidiaries manage
and operate more than 27 million square feet of office space in 45
markets nationwide, on behalf of ownership affiliated with Mr.
Zell.
CONTACT: RCPI,
Stephanie Leggett Young, 212/698-1440
or
RCPI,
Tom Clohesy, 212/373-0231
or
NBC,
Paul Rosengren, 212/664-2756
or
General Electric,
Bruce Bunch, 203/373-2039
NEW YORK, Sept. 12, 1995 -- href="chap11.rcp.html">Rockefeller Center Properties
(RCP) and RCP Associates, the two partnerships that own the 12
landmarked buildings at Rockefeller Center have reached an agreement
with Rockefeller Center Properties, Inc. (RCPI) (NYSE: RCP) that
could provide the basis for a consensual plan of reorganization in
the pending Federal Bankruptcy Court case.
RCPI is the publicly held real estate investment trust that
holds the mortgage on the properties.
The agreement reached today outlines the framework for a plan to
transfer ownership of the properties to RCPI on a consensual basis,
including an orderly transition to ensure service to tenants and
that the quality of the properties is preserved.
Rockefeller Group Inc. (RGI), which owns the two partnerships,
said "Throughout this process the owner has been determined to stem
the financial losses experienced at the properties over the years,
and to protect the other substantial assets of RGI. We believe both
objectives have been met."
"Negotiations took place with many parties in the interest of
finding the best ownership for these important properties. In the
end we received three offers from responsible institutions. Based on
the economics of the 12 landmarked buildings, each of the proponents
had unrealistic expectations of the level of RGI's cash
contributions. As a result, it was concluded that RCPI, in
partnership with the Sam Zell interests, represented the best
stewards for Rockefeller Center," RGI said, adding:
"We look forward to a long and cooperative relationship between
the new owners of the 12 landmarked buildings at Rockefeller Center
and the RGI-owned and managed buildings on the west side of Sixth
Avenue."
The owners stressed that the details of the plan would provide
for the payment of all expenses related to bankruptcy and the claims
of all creditors. It will also address issues including the
management of the landmarked properties, protection for the
workforce, and the relationship between the operation of the 12
landmarked buildings and the nearly 8 million square feet of
rentable space in the RGI-owned and managed buildings on the west
side of Sixth Avenue.
RGI is a privately held corporation with interests in real
estate, real estate services, entertainment and telecommunications.
Its subsidiaries include Rockefeller Center Management Corporation,
Rockefeller Center Development Corporation, Rockefeller Group
Telecommunications Services, Inc., Cushman & Wakefield, Inc., and
Radio City Music Hall Productions, Inc. RGI also owns 100 percent
ownership interest in the Time & Life Building and a 55 percent
interest in the McGraw Hill Building.
RGI has two shareholders, Mitsubishi Estate Company, Ltd. with
an 80 percent ownership and the Rockefeller Family Trusts owning the
balance.
/CONTACT: Michael Claes of Burson-Marsteller, 212-614-5236/
YOUNGSTOWN, Ohio, Sept. 12, 1995 -- href="chap11.pharmor.html">Phar-Mor, Inc.
announced today that its Plan of Reorganization, which was confirmed
by the U.S. Bankruptcy Court on August 29, 1995, has become
effective and that it will begin to distribute new securities as
provided under the plan. The Company will now be publicly traded,
and it has applied to be listed on Nasdaq.
"I believe that Phar-Mor, which is staffed by a group of
talented people, has great potential," said Robert Haft, Phar-Mor's
new Chairman and Chief Executive Officer. "The Company has a strong
balance sheet and a base of 102 profitable stores. It also has
approximately $64 million in cash and has entered into a $100
million revolving credit facility (which has not been drawn upon)
with BankAmerica Business Credit for working capital, new store
expansion and acquisitions. I look forward to working with Phar-Mor
President Dave Schwartz and Chief Financial Officer Dan O'Leary, who
helped orchestrate the Company's turnaround and emergence from
bankruptcy, and Bill Edwards, the former President of Revco, who has
joined Phar-Mor as its chief merchant."
"I am very proud of what we accomplished during the last three
years and strongly believe that Phar-Mor is emerging from Chapter 11
as a competitive, sharply focused retailer," said Tony Alvarez, the
Company's outgoing CEO, who is returning to Alvarez & Marsal, his
New York-based crisis management and turnaround firm. "I am
particularly pleased that we have been able to attract a strategic,
blue chip investor. As one of the country's most respected and
innovative retailers, Robert Haft has the enthusiasm and ability to
build on our past achievements and guide Phar-Mor to greater
success."
Under the Plan of Reorganization, an investment group led by Mr.
Haft has acquired a significant portion of the reorganized Company's
equity. The remaining equity will initially be owned by Phar-Mor's
Senior Secured Lenders and its unsecured creditors.
The Company will have a seven-member Board of Directors, of whom
four will be appointed by an investment group led by Mr. Haft, two
by the secured creditors and one by the unsecured creditors. The
new directors include Mr. Haft, who will be Chairman; Abbey J.
Butler and Melvyn J. Estrin, who are co-CEOs and co-Chairmen of the
Board of both FoxMeyer Corp. and FoxMeyer Health Corp.; Linda Haft,
a former Senior Vice President of the Dart Group, Dart Financial and
Dart Drug Stores; Malcolm T. Hopkins, former Vice Chairman and Chief
Financial Officer of the St. Regis Corporation; Richard M. McCarthy,
the former Manager of Credit and Risk Management at Proctor &
Gamble; and Robert A. Peiser, Executive Vice President and Chief
Executive Officer of Trans World Airlines.
Under the terms of the plan, the senior secured lenders have
received: (i) approximately $102.5 million in cash; (ii)
approximately $92.7 million in principal amount of new senior notes
payable in seven years and bearing an 11.72 percent interest rate;
(iii) 8.5 million shares of the Reorganized Company's new common
stock, of which 2.5 million have been sold to the Haft Group for $20
million; plus, (iv) interests in potential proceeds from litigation
Phar-Mor has asserted against various third parties, including its
previous auditor, Coopers & Lybrand.
The Company's unsecured creditors have received: (i) 1.5 million
shares of the Reorganized Company's new common stock; (ii) interests
in the potential proceeds from the litigation described above; and
(iii) warrants to purchase 1.25 million shares of the Reorganized
Company's new common stock at an exercise price of $13.50 per share.
In addition, vendors with reclamation claims for goods shipped to
the Company immediately prior to the bankruptcy filing have received
approximately $24 million in cash.
In addition to the shares it has purchased directly from the
senior secured lenders, the Haft Group has also acquired 1.25
million shares of new common stock directly from the Company for $10
million. After these purchases and acquisition of shares, the Haft
Group will own approximately 30.8% of the newly organized Company,
the senior secured lenders 49.4% and the unsecured creditors 12.3%.
The Haft Group also has the proxy to vote an additional 7% of the
shares that were received by FoxMeyer Corp. in satisfaction of its
reclamation claims.
Phar-Mor, headquartered in Youngstown, Ohio, is a deep-discount
retail chain with 102 stores in 19 states.
/CONTACT: Gary Holmes of Robinson Lake Sawyer Miller, 212-484-7736,
for Phar-Mor/
PURCHASE, N.Y., Sept. 12, 1995 -- href="chap11.spectrum.html">Spectrum Information
Technologies, Inc. today announced that it has entered an
agreement
to sell the capital stock of its wholly owned subsidiary, Spectrum
Global Services, Inc., to The Lori Corporation (AMEX: LRC) and
COMFORCE Corporation. for approximately $6 million. Spectrum Global
Services ("Global") provides telecommunications and computer
technical staffing services to its clients on a contract basis.
A hearing to consider the transaction, and any competing bids
for Global, will be held on October 17, 1995 in the court in which
Spectrum's Chapter 11 bankruptcy case is pending. For the fiscal
year ended March 31, 1995, Global had revenues of $9 million and, on
a stand- alone basis excluding certain corporate allocations, would
have earned $920 thousand on a pre-tax basis. As of June 30, 1995,
Global had approximately $2.5 million in cash and accounts
receivable.
Following the acquisition, Michael Ferrentino, a founder and
senior executive of Global, and Christopher P. Franco, Spectrum's
Vice President and former General Counsel, will become the senior
management of COMFORCE. It is expected that all of Global's
employees will become employees of COMFORCE. James L. Paterck,
Global's President, will become a consultant to COMFORCE.
"As part of our ongoing restructuring and reorganization, we
have been assessing the strategic relationship of Spectrum's assets
to our current business objective, which focuses on Spectrum's
portfolio of patents relating to direct-connect wireless data
communications technology and related proprietary software and
products," said Donald J. Amoruso, Spectrum's Chief Executive
Officer. "Our new management team concluded that Spectrum Global is
not core to this strategy." As previously announced, Spectrum has
recently sold its AXCELL business and related patents and, subject
to bankruptcy court approval, its real estate in Dallas, Texas.
Based in Purchase, New York, Spectrum Information Technologies
develops and licenses direct-connect technology related to the
wireless transmission of data. In January, the Company filed a
voluntary Chapter 11 petition, for itself and three subsidiaries, in
the U.S. Bankruptcy Court for the Eastern District of New York. In
May 1995, the Chapter 11 case of its Computers Unlimited of
Wisconsin d/b/a Computer Bay subsidiary was converted to a case
under Chapter 7. Spectrum is in the process of developing a plan of
reorganization under Chapter 11.
/CONTACT: Michael Freitag of Kekst and Company, 212-593-2655; or
investors - Spectrum Information Technologies, Inc., Investor
Relations,
914-251-1800, Ext. 182/