AtheroGenics Seeks to Realign Capital Structure

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Tue Sep 2, 2008 8:41am EDT

  ATLANTA, GA, Sep 02 (MARKET WIRE) -- 
AtheroGenics, Inc. (NASDAQ: AGIX), a pharmaceutical company focused on
the treatment of chronic inflammatory diseases, today reported that it
will not repay the Company's 4.5% Convertible Notes (the "2008 Notes,"
CUSIP 047439AB0) due today, nor will it make its scheduled interest
payment on the 2008 Notes or the 4.5% Convertible Notes due March 1, 2011
(the "2011 Notes," CUSIP 047439AE4). The Company has been attempting to
restructure its 2008 Notes prior to their maturity, but was unable to
agree on a restructuring on terms acceptable to the Company and the
holders of the 2008 Notes. In a related move, AtheroGenics has retained
Morgan Stanley to assist it in evaluating restructuring alternatives to
its current capital structure. Holders of all three series of convertible
notes: the 2008 Notes, the 2011 Notes and the 1.5% Convertible Notes due
February 1, 2012 (the "2012 Notes," CUSIP 047439AD6 and CUSIP 047439AC8)
are invited to contact Morgan Stanley (contact information below) for
further information.

    "The very large debt burden of the Company has created a significant
impediment to our ability to effectively develop our primary asset,
AGI-1067," said Russell M. Medford, M.D., Ph.D., President and Chief
Executive Officer of AtheroGenics. "We believe that our actions today
appropriately account for the interests of the Company's various
stakeholders." Dr. Medford further stated, "We continue to believe that
there is a significant medical need and commercial opportunity for our
novel lead drug candidate, AGI-1067, which could become the first diabetes
treatment with demonstrated cardiovascular safety and the potential to
reduce serious cardiovascular events."

    The Company intends to meet with the U.S. Food and Drug Administration in
the near term to discuss its plans for the second phase 3 clinical trial
of AGI-1067 as a treatment for type 2 diabetes.

    The action announced today results in an event of default under the
indenture governing the 2008 Notes and creates an event of default under
the indentures governing the 2011 Notes and the 2012 Notes. The 2011 Notes
and 2012 Notes will be immediately due and payable upon the Company's
receipt of written notice from either the trustee for such notes or the
holders of not less than 25% in aggregate principal amount of each series
of notes. The Company will be continuing to work with Morgan Stanley to
develop a solution that addresses all of its outstanding notes.


Morgan Stanley contact information

Simon Morgan 212-761-2219 or by email at: Simon.J.Morgan@morganstanley.com
Francesco Cipollone 212-761-1941 or by email at:
Francesco.Cipollone@morganstanley.com

    
About AtheroGenics

    AtheroGenics is focused on the discovery, development and
commercialization of novel drugs for the treatment of chronic
inflammatory diseases, including diabetes and coronary heart disease
(atherosclerosis). The Company's lead antioxidant and anti-inflammatory
drug candidate, AGI-1067, is being studied for the treatment of diabetes
and has successfully completed a Phase 3 clinical trial known as ANDES
(AGI-1067 as a Novel Anti-Diabetic Agent Evaluation Study). In addition,
the Company has other clinical and preclinical anti-inflammatory
compounds, including AGI-1096, an oral agent for the prevention of organ
transplant rejection. For more information about AtheroGenics, please
visit http://www.atherogenics.com.

    Disclosure Regarding Forward-Looking Statements

    Statements contained in this press release that relate to events or
developments that we expect or anticipate will occur in the future are
deemed to be forward-looking statements, and can be identified by words
such as "believes," "intends," "expects" and similar expressions.
AtheroGenics cautions investors not to place undue reliance on the
forward-looking statements contained in this release. An example of a
forward looking statement in this press release includes the Company's
plans to attempt to realign its capital structure through a restructuring
of its convertible notes and to meet with the FDA in the near term to
discuss its plans for the second phase 3 clinical trial of AGI-1067 as a
treatment for type 2 diabetes. The Company has not commenced negotiations
with the holders of its convertible notes with respect to a restructuring
of all of its outstanding indebtedness. All discussions to date have been
limited to restructuring alternatives for the 2008 Notes. Accordingly, no
agreement related to a restructuring has been reached and there can be no
assurance that the Company will be able to restructure its convertible
notes on terms acceptable to the Company, or at all. If the Company is
unable to restructure its convertible notes, it may elect to seek relief
under the bankruptcy code. This and other such statements are subject to
certain factors, risks and uncertainties that may cause actual results,
events and performances to differ materially from those referred to in
such statements. For example, additional information relating to the
safety, efficacy or tolerability of AGI-1067 may be discovered upon
further analysis of clinical trial data. The FDA might not allow us to
conduct further studies of the efficacy of AGI-1067 after our anticipated
meetings with them for the same or new endpoints, and, to the extent
approved, additional clinical trial work may take a significant period of
time to complete or require significant additional resources to complete.
We cannot ensure that AGI-1067 will ever be approved or be proven safe
and effective for use in humans. These and other risks are discussed in
AtheroGenics' Securities and Exchange Commission filings, including, but
not limited to, the risks discussed in AtheroGenics' Annual Report on
Form 10-K for the fiscal year ended December 31, 2007 and Quarterly
Report on Form 10-Q for the quarter ended June 30, 2008, which are
specifically incorporated by reference into this press release. We
undertake no obligation to publicly update any forward-looking statement,
whether as a result of new information, future events, or otherwise.

    



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