AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 19, 1998
REGISTRATION NO. 333-46445
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 2
TO
FORM S-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
CORTECH, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 8731 84-0894091
(State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer
incorporation or organization) Classification Code Number) Identification No.)
CORTECH, INC.
6850 N. BROADWAY, SUITE G
DENVER, COLORADO 80221
(303) 650-1200
(Address, including ZIP Code, and telephone number,
including area code, of registrant's principal executive offices)
__________
DIARMUID F. BORAN
CHIEF OPERATING OFFICER
CORTECH, INC.
6850 N. BROADWAY, SUITE G
DENVER, COLORADO 80221
(303) 650-1200
(Name, address, including ZIP Code, and telephone number,
including area code, of agent for service)
__________
IT IS REQUESTED THAT COPIES OF COMMUNICATIONS BE SENT TO:
ALAN C. MENDELSON, ESQ. DAVID R. SNYDER, ESQ.
CARRIE L. SCHIFF, ESQ. T. MICHAEL HIRD, ESQ.
LISA S. DUMAW, ESQ. PILLSBURY MADISON & SUTRO LLP
COOLEY GODWARD LLP 101 W. BROADWAY, SUITE 1800
2595 CANYON BOULEVARD, SUITE 250 SAN DIEGO, CALIFORNIA 92101
BOULDER, COLORADO 80302 (619) 234-5000
(303) 546-4000
If the securities being registered on this Form are being offered in
connection with the formation of a holding company and there is compliance with
General Instruction G, check the following box. [_]
WITHDRAWAL OF REGISTRATION STATEMENT
That certain Agreement and Plan of Merger and Reorganization dated December
22, 1997 (the "Reorganization Agreement") between the Registrant, BioStar, Inc.,
a Delaware corporation, and Cortech Merger Sub, Inc., a Delaware corporation and
wholly owned subsidiary of the Registrant, has been terminated. The
Reorganization Agreement had been the principal subject of the Registration
Statement. By this Amendment No. 2 to the Registration Statement, the
Registrant hereby withdraws the Registration Statement.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant
has duly caused this Amendment No. 2 to the Registration Statement to be signed
on its behalf by the undersigned, thereunto duly authorized, in the City of
Denver, County of Denver, State of Colorado, on May 19, 1998.
CORTECH, INC.
By: /s/ Diarmuid F. Boran
---------------------
Diarmuid F. Boran
Chief Operating Officer
NAME TITLE DATE
- ---- ----- ----
*/s/ Bert Fingerhut Director and Acting Chief Executive May 19, 1998
- ----------------------------- Officer (principal executive officer)
Bert Fingerhut
/s/ Diarmuid F. Boran Chief Operating Officer and Acting May 19, 1998
- ----------------------------- Chief Financial Officer (principal
Diarmuid F. Boran financial and accounting officer)
*/s/ Charles Cohen, Ph.D. Director May 19, 1998
- -----------------------------
Charles Cohen, Ph.D.
*/s/ Donald Kennedy, Ph.D. Director May 19, 1998
- -----------------------------
Donald Kennedy, Ph.D.
*/s/ Allen Misher, Ph.D. Director May 19, 1998
- -----------------------------
Allen Misher, Ph.D.
* By /s/ Kenneth R. Lynn
- -----------------------------
Kenneth R. Lynn
Attorney-in-fact