Summary of ADVANCED TECHNOLOGY ACQUISITION CORP.

ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Unless otherwise stated in this Quarterly Report on Form 10-Q, or this "Quarterly Report", references to the "Company", "we," "us" or "our" refer to Advanced Technology Acquisition Corp. Unless we tell you otherwise, the term "business combination" as used in this Quarterly Report means an acquisition of, through a merger, capital stock exchange, asset acquisition, stock purchase or other similar business combination with a technology or technology-related business that has operations or facilities located in Israel, or that intends to establish operations or facilities in Israel, such as research and development, manufacturing or executive offices, following our initial business combination. The term "initial stockholders" as used in this Quarterly Report refers to persons that held shares of our common stock immediately prior to the date of our initial public offering. In addition, unless we tell you otherwise, the term "public stockholders" as used in this Quarterly Report refers to the holders of the shares of common stock that were sold as part of the units in the initial public offering, including any of our initial stockholders, directors and officers to the extent that they purchased such shares.

Forward-Looking Statements

This Quarterly Report contains forward-looking statements within the meaning of the federal securities laws. These statements relate to future events or our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by the forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "expect," "plan," "anticipate," "believe," "estimate," "predict," "potential," "continue" or the negative of these terms or other comparable terminology. These forward-looking statements include, but are not limited to, the statements regarding: our ability to complete a business combination with one or more target businesses; success in retaining or recruiting, or changes required in, our officers, key employees or directors following a business combination; our officers and directors allocating their time to other businesses and potentially having conflicts of interest with our business or in approving a business combination; our potential inability to obtain additional financing to complete a business combination; liquidation if no business combination occurs; the addition of an independent director to our board of directors and audit committee; limited pool of prospective target businesses; potential change in control if we acquire one or more target businesses for stock; interest to be earned on the trust account; uses of our working capital; and risks associated with operations in Israel. In evaluating these statements, you should specifically consider various factors, including the risks outlined under Item 1A, "Risk Factors", included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2008. All forward-looking statements included in this document are based on information available to us on the date hereof, and we assume no obligation to revise or publicly release the results of any revision to any such forward-looking statement, except as may otherwise be required by law.

The following discussion should be read in conjunction with our financial statements and footnotes thereto contained in this report.

Overview

We were formed on August 24, 2006, for the purpose of effecting a merger, capital stock exchange, asset acquisition or other similar business combination with a technology or technology-related business that has operations or facilities located in Israel, or that intends to establish operations or facilities in Israel, such as research and development, manufacturing or executive officer, following our initial business combination. We intend to utilize cash derived from the proceeds of our initial public offering, our capital stock, debt, or a combination of cash, capital stock and debt, in effecting a business combination.

We have neither engaged in any operations nor generated any revenues through December 31, 2008. Our entire activity since inception through June 22, 2007 was related to our formation and our initial public offering on June 22, 2007. Since that date, we have been searching for prospective target businesses to acquire.

On June 22, 2007, we closed our initial public offering of 21,562,500 units (including the underwriters' over-allotment option of 2,812,500 units) with each unit consisting of one share of our common stock and one warrant, each to purchase one share of our common stock at an exercise price of $6.00 per share. The units from the initial public offering (including the underwriters' over-allotment option) were sold at an offering price of $8.00 per unit. On June 22, 2007, we also closed on private placements of an additional 3,625,000 warrants at $1.00 per warrant to certain of our initial stockholders. Our common stock and warrants started trading separately on July 11, 2007.

We generated gross proceeds of $176,125,000 from the sale of the units in the initial public offering and the private placements. Total expenses from the offering and private placements were approximately $12,695,000, which included underwriting discounts and commissions, non-accountable expense allowance, and other offering-related expenses. Net proceeds, after deducting total expenses were $163,430,000, of which $163,050,000 was deposited into the trust account and the remaining proceeds of $380,000 became available to be used to provide for business, legal and accounting due diligence on prospective business combinations and continuing general and administrative expenses. The amount deposited into the trust account includes $6,468,750 representing the deferred underwriting discounts and commissions and non-accountable expenses. The amounts deposited into the trust account remain on deposit in the trust account earning interest. Up to $2,000,000 of the interest earned on the trust account was available to be, and since has been, released to us to fund our working capital requirements in connection with our search for a business combination.

We entered into a letter of intent, dated December 19, 2008 (the "LOI"), with Bioness Inc., a Delaware corporation ("Bioness"), that provides for a business combination between Bioness (or an entity controlled by Bioness) and us by means of a merger (the "merger"), with us as the surviving entity. Upon the consummation of the merger, we will change our name to "Bioness Inc." The proposed merger and the LOI are further described in our Annual Report on Form 10-K, filed on March 31, 2009.

Critical Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from these estimates.

Deferred income taxes are provided for temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts for tax purposes. Valuation allowances are provided against the deferred tax asset amounts when the realization is uncertain.

The proceeds of the initial public offering that are in our trust account are used to purchase U.S. Treasury Bills and money market investments and held until the investments reach maturity. The investments are recorded at market value which approximates their carrying amount and includes accrued interest.

We must seek stockholder approval to effect any business combination. We will proceed with a business combination only if a majority of the shares of common stock voted by the public stockholders are voted in favor of the business combination, and public stockholders owning less than 40% of the shares sold in the initial public offering exercise their conversion rights and vote against the business combination. Public stockholders voting against the combination may demand that we convert his or her shares at an initial conversion price of $7.88 per share plus interest earned thereon in the trust account, net of taxes payable and $2,000,000 of interest income that has been released from the trust account to fund our working capital. Accordingly, we have classified the contingent shares at $7.86 and related deferred interest outside of permanent equity and liabilities in the mezzanine area on the balance sheet.

Results of Operations for the Three Months Ended March 31, 2009

We reported net income of $197,528 for the three months ended March 31, 2009, consisting of $441,023 of interest income, offset by $243,495 of operating expenses.

Our trust account earned interest of $440,996 for the three months ended March 31, 2009, and its funds outside the trust account earned interest of $428. Until we enter into a business combination, we will not generate operating revenues.

For the three months ended March 31, 2009, we incurred expenses of $66,865 for consulting and professional fees, $46,935 for insurance expense, $30,000 for rental expense pursuant to our lease of office space and other operating costs of $99,695.

The consulting and professional fees of $66,865 for the three months ended March 31, 2009 relate primarily to legal fees of approximately $61,865, and auditing, tax and accounting fees of approximately $5,000.

The insurance expense of $46,935 for the three months ended March 31, 2009 relates to the amortization of the prepaid directors and officers insurance policy which was acquired January 8, 2009.

The other operating costs of $99,695 for the three months ended March 31, 2009 relate primarily to travel expenses of approximately $21,202, franchise tax expenses of approximately $47,511, NYSE Amex annual fees of approximately $27,500 and other miscellaneous costs of approximately $3,482.

Results of Operations for the Three Months Ended March 31, 2008

We reported net income of $1,083,495 for the three months ended March 31, 2008, consisting of $1,238,458 of interest income, offset by $154,963 of operating expenses.

Our trust account earned interest of $1,234,654 for the three months ended March 31, 2008, and its funds outside the trust account earned interest of $4,333. Until we enter into a business combination, we will not generate operating revenues.

For the three months ended March 31, 2008, we incurred expenses of $21,123 for consulting and professional fees, $42,300 for insurance expense, $30,000 for rental expense pursuant to our lease of office space and other operating costs of $61,540.

The consulting and professional fees of $21,123 for the three months ended March 31, 2008 relate primarily to legal fees of approximately $14,433, and auditing, tax and accounting fees of approximately $6,690.

The insurance expense of $42,300 for the three months ended March 31, 2008 relates to the amortization of the prepaid directors and officers insurance policy which was acquired in September 2007.

Results of Operations for Three Months Ended March 31, 2007

Our entire activity for the three months ended March 31, 2007 was limited to our formation and preparing for our initial public offering that took place on June 22, 2007.

The other operating costs of $61,540 for the three months ended March 31, 2008 relate primarily to travel expenses of approximately $21,996, NYSE Amex annual fee of $32,500, and other miscellaneous costs of approximately $7,044.

Liquidity and Capital Resources

We have neither engaged in any operations nor generated any revenues through March 31, 2009. Our entire activity since inception through June 22, 2007 was related to our formation and our initial public offering on June 22, 2007. Since that date, we have been searching for prospective target businesses to acquire.

In connection with our initial public offering, we issued an option, for $100 in the aggregate, to I-Bankers Securities, Inc. and CRT Capital Group LLC, underwriters in the offering, to purchase up to 1,125,000 units in the aggregate, consisting of one share of common stock and one warrant, at $8.80 per unit, commencing on the later of the consummation of the business combination and June 18, 2008 and expiring June 18, 2012. The warrants underlying the units will have terms that are identical to those issued in the offering, except that the warrants underlying such units will expire on June 18, 2012. The purchase option, the 1,125,000 units, the 1,125,000 shares of common stock and the 1,125,000 warrants underlying the units, and the 1,125,000 shares of common stock underlying the warrants, have been deemed compensation by the NASD and were therefore subject to a 180-day lock-up under Rule 2710(g)(1) of the NASD Conduct Rules. Additionally, such securities may not be sold, transferred, assigned, pledged or hypothecated, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the securities by any person, until December 18, 2008, 18 months following June 18, 2007, the date our registration statement was declared effective, except to any underwriter and selected dealer participating in the offering and their bona fide officers or partners.

Although the purchase option and its underlying securities have been registered under the registration statement, the holder of the purchase option will be entitled to one demand and unlimited piggy-back registration rights for a period of five and seven years, respectively, following the completion of the offering.

We will use substantially all of the net proceeds of the initial public offering and private placements to acquire a target business, including identifying and evaluating prospective acquisition candidates, selecting the target business, and structuring, negotiating and consummating the business combination. The proceeds held in the trust account will not be released until the earlier of the completion of a business combination or our dissolution. Upon consummation of our initial business combination, the proceeds held in the trust account will be used to pay the underwriters a deferred fee equal to 3.75% of the gross proceeds of the offering, or $6,468,750, less $0.30 for each share of common stock converted to cash in connection with our initial business combination.

We anticipated that prior to the consummation of a business combination, the $380,000 of proceeds initially held outside of the trust account, as well as one half of the interest earned on the trust account, net of taxes payable on such interest, up to a maximum of $2.0 million, would have been sufficient to cover our operating expenses through June 18, 2009 and to cover the expenses incurred in connection with a business combination. $2,000,000 of the interest earned on the trust account has been released to us to fund our working capital requirements in connection with our search for a business combination. The LOI provides for up to $1 million of our fees and expenses incurred in connection with the proposed business combination to be paid by Bioness.

Assuming that a business combination is not consummated during that time, we anticipate making the following expenditures during this time period:

� approximately $1,380,000 of expenses for legal, accounting and other expenses attendant to the due diligence investigations, structuring and negotiating of a business combination, including without limitation third party fees for assisting us in performing due diligence investigations of perspective target businesses;

� approximately $300,000 of expenses in legal and accounting fees relating to our SEC reporting obligations;

� approximately $240,000 of expenses in fees relating to our office space and certain general and administrative services;

� approximately $460,000 for general working capital that will be used for miscellaneous expenses, including reimbursement of any out-of-pocket expenses incurred by our existing stockholders, directors and officers in connection with activities on our behalf, of which approximately $400,000 is for director and officer liability and other insurance premiums; and

� if we must dissolve and liquidate, $50,000 to $75,000 for dissolution and liquidation costs.

We do not believe we will need additional financing in order to meet the expenditures required for operating our business. However, we may need to obtain additional financing to the extent such financing is required to consummate a business combination, in which case we may issue additional securities or incur debt in connection with such business combination, although we have not entered into any such arrangement and have no current intention of doing so.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements.