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Aetrium Sets The Record Straight, Rejects Dissident Shareholders' Attempts To Seize Control

Stocks in this article: ATRM

ST. PAUL, Minn., Jan. 3, 2013 (GLOBE NEWSWIRE) -- Aetrium Incorporated (Nasdaq:ATRM) is today registering its growing concern over the continuing distortions of a group of dissident shareholders headed by Jeffrey Eberwein in its attempt to seize control of the company. The Eberwein group's campaign of disinformation is shrouding its continuing public statements with confusion and deception.

"The Eberwein group failed to gather enough shareholder participation to reach quorum at our November 26 special shareholder meeting called on its demand, even after it had seven weeks to solicit support," said Joseph Levesque, president and CEO. "The fact is that after those seven weeks only 12% of Aetrium's shareholders joined the Eberwein group in its bid to replace the Aetrium Board. This is hardly the 'huge margin' the Eberwein group's headline claimed in its November 26 press release, and in fact was well short of the votes necessary for the Eberwein group to have prevailed even if a quorum had been established.

"None of the members of the Eberwein group attended the November 26 meeting. The group was represented at the meeting solely by its attorney, who asked for more time to reach a quorum, asking to adjourn the meeting until December 10. However, the attorney didn't ask for extended time until after the meeting had already been concluded, and in any event had no authority to move for adjournment because the group's proxy materials failed to meet the explicit requirements of the Securities and Exchange Commission (SEC) in order for the group to ask for an adjournment. Thus, the Eberwein group did not have the authority to ask for its requested adjournment even if its attorney had made the request before the meeting had ended.

"The Eberwein group nevertheless continued after November 26 to solicit shareholders to post votes in a one-sided campaign distorting the facts and impugning the character of our Board. The special shareholder meeting having concluded, we had no effective mechanism for countering the unfair and untrue charges of the Eberwein group or enlisting the oversight of the SEC. In its November 30 press release, the Eberwein group claimed we changed our quorum requirement, which the Eberwein group said 'is especially troubling for shareholder democracy,' and constituted 'outrageous actions by the Incumbent Directors.' In its December 10 press release, the Eberwein group claimed our insistence on our quorum requirement constituted 'gross violations of shareholder rights recently committed by Aetrium's incumbent board members.'

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