Cardiome Pharma Corp. Announces Preliminary Results of Tender Offer
14 Outubro 2009 - 7:00AM
PR Newswire (US)
NASDAQ: CRME TSX: COM VANCOUVER, Oct. 14 /PRNewswire-FirstCall/ --
Cardiome Pharma Corp. (NASDAQ: CRME/TSX:NASDAQ:COM) ("Cardiome" or
the "Company") announced the preliminary results of its modified
"Dutch Auction" tender offer to purchase for cancellation up to
US$27.5 million of its common shares (the "Offer"), which expired
at 5:00 p.m. (Eastern time) on October 13, 2009. More than US$27.5
million of Cardiome's common shares were validly tendered to the
Offer. Based on the preliminary report of the depository for the
Offer, Cardiome expects to purchase for cancellation 6,470,588 of
its common shares at a price of US$4.25 per share (the "Purchase
Price"), for an aggregate purchase price of US$27.5 million. The
purchased shares represent approximately 9.7% of the outstanding
common shares of the Company as of October 13, 2009. Subject to
certain limited exceptions described in the offer to purchase and
issuer bid circular for the Offer, shareholders who tendered their
common shares to the Offer at a price equal to or less than the
Purchase Price will have approximately 90% of their deposited
common shares purchased by the Company. Following the cancellation
of the common shares purchased under the Offer, approximately
60,163,885 common shares of the Company will remain issued and
outstanding. Because the paid up capital per common share exceeds
the Purchase Price, shareholders will not be deemed to receive a
dividend upon payment for their common shares. The number of common
shares purchased under the Offer, the Purchase Price and the
pro-ration factor are preliminary. Cardiome and the depository
expect that the exact number of common shares to be purchased under
the Offer, the Purchase Price and the pro-ration factor will be
determined on or before October 16, 2009. Payment for common shares
accepted for purchase under the Offer will be made promptly
thereafter. Common shares tendered to the Offer but not purchased,
including common shares deposited at prices greater than the
Purchase Price and common shares not purchased because of
pro-ration or because the tendering shareholder's minimum
conditional tender conditions were not met, will be returned to
shareholders as promptly as possible. Oppenheimer & Co. and
Canaccord Capital Corporation (the "Dealer Managers") served as
dealer managers for the Offer in the United States and Canada,
respectively, and Computershare Investor Services, Inc. (the
"Depository") acted as depository. About Cardiome Pharma Corp.
Cardiome Pharma Corp. is a product-focused drug development company
dedicated to the advancement and commercialization of novel
treatments for disorders of the heart and circulatory system.
Cardiome is traded on the NASDAQ Global Market (CRME) and the
Toronto Stock Exchange (COM). For more information, please visit
our web site at http://www.cardiome.com/. Forward-Looking Statement
Disclaimer Certain statements in this press release contain
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995 or forward-looking
information under applicable Canadian securities legislation that
may not be based on historical fact, including without limitation
statements containing the words "believe", "may", "plan", "will",
"estimate", "continue", "anticipate", "intend", "expect" and
similar expressions. Such forward-looking statements or information
involve known and unknown risks, uncertainties and other factors
that may cause our actual results, events or developments, or
industry results, to be materially different from any future
results, events or developments expressed or implied by such
forward-looking statements or information. Such factors include,
among others, our stage of development, lack of product revenues,
additional capital requirements, risk associated with the
completion of clinical trials and obtaining regulatory approval to
market our products, the ability to protect our intellectual
property, dependence on collaborative partners and the prospects
for negotiating additional corporate collaborations or licensing
arrangements and their timing. Specifically, certain risks and
uncertainties that could cause such actual events or results
expressed or implied by such forward-looking statements and
information to differ materially from any future events or results
expressed or implied by such statements and information include,
but are not limited to, the risks and uncertainties that: we,
together with our collaborative partners, may not be able to
successfully develop and obtain regulatory approval for vernakalant
(iv) or vernakalant (oral) in the treatment of atrial fibrillation
or any other current or future products in our targeted
indications; our future operating results are uncertain and likely
to fluctuate; we may not be able to raise additional capital; we
may not be successful in establishing additional corporate
collaborations or licensing arrangements; we may not be able to
establish marketing and sales capabilities and the costs of
launching our products may be greater than anticipated; we rely on
third parties for the continued supply and manufacture of
vernakalant (iv) and vernakalant (oral) and we have no experience
in commercial manufacturing; we may face unknown risks related to
intellectual property matters; we face increased competition from
pharmaceutical and biotechnology companies; and other factors as
described in detail in our filings with the Securities and Exchange
Commission available at http://www.sec.gov/ and the Canadian
securities regulatory authorities at http://www.sedar.com/. Given
these risks and uncertainties, you are cautioned not to place undue
reliance on such forward-looking statements and information, which
are qualified in their entirety by this cautionary statement. All
forward-looking statements and information made herein are based on
our current expectations and we undertake no obligation to revise
or update such forward-looking statements and information to
reflect subsequent events or circumstances, except as required by
law. DATASOURCE: Cardiome Pharma Corp. CONTACT: Peter K. Hofman,
Senior Director, Investor Relations, (604) 676-6993 or Toll Free:
1-800-330-9928, Email:
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