-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PurHSNUt0oUw64Xw2/m/wLkNdTZqddyVcjhnzJCbW5KjaTfjoNtw4wHePqjH7Sbl j13bSOYY6ih1U/5CwcqFrw== 0000922423-01-000288.txt : 20010319 0000922423-01-000288.hdr.sgml : 20010319 ACCESSION NUMBER: 0000922423-01-000288 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010302 ITEM INFORMATION: FILED AS OF DATE: 20010316 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ATLANTIC TECHNOLOGY VENTURES INC CENTRAL INDEX KEY: 0001001316 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 363898269 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-27282 FILM NUMBER: 1570663 BUSINESS ADDRESS: STREET 1: 1017 MAIN CAMPUS DRIVE STREET 2: SUITE 3900 CITY: RALEIGH STATE: NC ZIP: 27606 BUSINESS PHONE: 9195137020 MAIL ADDRESS: STREET 1: 1017 MAIN CAMPUS DRIVE STREET 2: SUITE 3900 CITY: RALEIGH STATE: NC ZIP: 27605 FORMER COMPANY: FORMER CONFORMED NAME: ATLANTIC PHARMACEUTICALS INC DATE OF NAME CHANGE: 19960703 8-K 1 0001.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 2, 2001 ---------- ATLANTIC TECHNOLOGY VENTURES, INC. (Exact name of registrant as specified in its charter) Delaware 0-27282 36-3898269 (State or other jurisdiction of (Commission file number) (I.R.S. employer incorporation or organization) identification no.) 150 Broadway Suite 1009 10038 New York, New York (Zip code) (Address of principal executive offices) Registrant's telephone number, including area code: (212) 267-2503 Item 2. Acquisition or Disposition of Assets On March 2, 2001, there occurred the sale by Optex Ophthalmologics, Inc. ("Optex"), an 80%-owned subsidiary of Atlantic Technology Ventures, Inc. ("Atlantic"), to Bausch & Lomb Incorporated ("Bausch & Lomb") of substantially all the assets of Optex. This sale was pursuant to an asset purchase agreement dated January 31, 2001, between Bausch & Lomb, a Bausch & Lomb affiliate, Atlantic, and Optex (the "Purchase Agreement"). As provided in the Purchase Agreement, Bausch & Lomb purchased the assets of Optex related to the Catarex(TM) cataract surgery device. These assets included, among other things, Optex's rights under certain contracts and agreements, certain equipment and inventory, and certain of Optex's intellectual property rights and interests. The purchase price was $3 million paid at closing, $1 million of which is fully creditable against future royalty payments at a 30% payout rate. In addition, pursuant to the Purchase Agreement Optex is entitled to minimum royalties, and a royalty on net sales, as well as a milestone payment of $1 million once Bausch & Lomb receives regulatory approval to market the Catarex(TM) device in Japan. Optex also has the option to repurchase the acquired assets from Bausch & Lomb if Bausch & Lomb abandons the Catarex(TM) project. The pre-existing development, supply and license agreement between Bausch & Lomb and Optex dated May 14, 1998, as amended, was terminated upon the closing of the Purchase Agreement. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, Atlantic Technology Ventures, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: March 15, 2001 ATLANTIC TECHNOLOGY VENTURES, INC By: /s/ Frederic P. Zotos ------------------------------------- Frederic P. Zotos President -2- -----END PRIVACY-ENHANCED MESSAGE-----