Asset Transaction (Form 8-K)

Item 2.01. Completion of Acquisition or Disposition of Assets.

The information set forth in the Introductory Note and under Items 2.03, 3.03, 5.01, 5.02 and 5.03 of this Current Report on Form 8-K is incorporated herein by reference.

At the Effective Time, each Share issued and outstanding immediately prior to the Effective Time (other than Shares held in treasury or owned directly by the Company, any subsidiary of the Company, Purchaser or Merger Sub, and Shares held by stockholders who properly exercised and perfected appraisal rights under Part 13 of the URBCA) was cancelled and converted into the right to receive $5.75 in cash, without interest and subject to applicable withholding taxes (the "Merger Consideration").

At the Effective Time, each outstanding and unexercised warrant to purchase Shares was automatically cancelled and converted into the right to receive, for each Share subject to the warrant, an amount in cash equal to the excess, if any, of the Merger Consideration over the applicable exercise price, without interest and subject to applicable withholding taxes, and any warrant with an exercise price equal to or greater than the Merger Consideration was cancelled without payment. Any other Company equity awards outstanding immediately prior to the Effective Time were treated in accordance with the terms of the Merger Agreement.