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Cardium Announces Plans to Acquire Transdel Pharmaceuticals Phase 3 Topical Analgesic and Cosmeceutical Business Assets
Date:6/27/2011

f the transaction.  If the closing price of Cardium's common stock is greater than $0.50 on the closing date of the transaction, then the number of shares to be provided would be reduced to reflect the higher share price. If the closing price of Cardium's common stock is greater than $0.50 on the date of FDA registration of Ketotransdel for the contingent payment, then the number of shares to be released from escrow would be reduced to reflect the higher share price.  In the event that Transdel accepted an alternative offer and terminated the asset purchase with Cardium, the agreement provides for Transdel to pay Cardium a $500,000 "break-up fee," plus certain expenses and costs.  Further information related to the proposed transaction with Transdel can be found in Cardium's current report on Form 8-K, including exhibits thereto, to be filed with the Securities and Exchange Commission.

Acquisition of the Transdel business assets would also add to Cardium's stockholders' equity as paid-in capital, supporting Cardium's plans to reestablish its minimum stockholder's equity requirement in accordance with its plan for continued listing on the NYSE Amex.  As reported on January 24, 2011, the NYSE Amex accepted Cardium's plan to reestablish compliance with the exchange's stockholder's equity requirements by maintaining a minimum of $6.0 million of stockholders' equity by August 26, 2011.  In Cardium's most recent quarterly report on Form 10-Q, the company reported stockholders' equity of approximately $5.8 million for the quarter ended March 31, 2011.  While stockholders' equity is offset by ongoing expenses, and contributions to stockholders' equity are influenced by then-prevailing share price, closing of the Transdel transaction would be expected to add approximately $2.0 million in additional stockholders' equity for shares of Cardium common stock purchased in connection with the transaction if the then-prevailing shar
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SOURCE Cardium Therapeutics
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