INTRODUCTION

Atlantic Central Enterprises, Ltd. (the "Company" or "ACE") was incorporated under the laws of Bermuda on February 2, 1996 under the name Bamburgh Limited. Thereafter, on April 2, 1996, the name was changed to "Atlantic Central Enterprises Limited".

On January 20, 1997, ACE completed a reorganization with Pharma Patch Public Limited Company, an Irish company ("Pharma Patch"). The reorganization involved Pharma Patch transferring to ACE all of its assets and having ACE assume all of Pharma Patch's liabilities, in exchange for all the then outstanding common stock of ACE. Immediately after the transfer Pharma Patch commenced a voluntary...