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1
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PLAINTIFFS REPLY TO COUNTERCLAIM
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EXTRACTED KEY WORDS
PARAGRAPH LIEDTKE ALLEGATIONS RESPONSIVE PLEADING STOCK MASTERSON SCHTISLER SPEAK PLAINTIFFS SPECIAL MEETING HORNNAESS CONSENT AGREEMENT CONFERENCE STOCK OPTION RELIEF COURT THIRD SENTENCE PREFERRED STOCK NOLA MASTERSON APL BOARD REQUEST DIRECTORS STOCKHOLDER INVALID DEFENDANTS DELIVERY CERTIFICATE ERIC HORNNAESS |
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
AMERICAN PHARMED LABS, INC., >
A Delaware corporation, JOHN >
LUCAS, and TVM TECHNO VENTURE >
ENTERPRISES NO. III LIMITED 1
PARTNERSHIP, ))
Plaintiffs, ) L... _.
)
V . 1 Civil Action No. 170 12-NC
RAINER K. LIEDTKE and
REINER PONSCHAB,
Defendants.
PLAINTIFFS' REPLY TO COUNTERCLAIM
Plaintiffs reply to the allegations of the Counterclaim as follows:
1. The first two sentences of Paragraph 1 of the Counterclaim are admitted. The
third sentence is denied; except admitted that the Company is supposed to be developing novel
drug delivery systems and therapies for the treatment of pain.
2. Denied.
3. The first sentence of Paragraph 3 of the Counterclaim is admitted. The second
sentence is denied as stated; however plaintiffs state that the terms of the April 16, 1997
amendment to the Company's certificate of incorporation speak for themselves. The third
sentence constitutes a legal conclusion for which no responsive pleading is required; to the extent
a reply is required, the allegations of the third sentence of Paragraph 3 are denied.
4. Denied as stated; except stated that the Voting Agreement was entered in April,
1997 among the Company, Dr. Liedtke and his wife, purchasers of the Series A Convertible
Preferred Stock and others and that the terms of the Agreement speak for themselves.
SNIPPETS:
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