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CarCor Investment Holdings LLC Announces Acquisition of 2,481,596 Common Shares of Cardiome Pharma Corp.
TORONTO, ONTARIO--(Marketwired - Nov. 18, 2013) - CarCor Investment Holdings LLC ("CarCor") announces that it has acquired ownership of 2,481,596 common shares (the "Purchased Shares") of Cardiome Pharma Corp. ("Cardiome"), pursuant to a Stock and Asset Purchase Agreement ("Agreement") with CarCor, Cardiome, Cardiome International AG, a wholly-owned subsidiary of Cardiome ("Asset Purchaser"), Murk Acquisition Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Asset Purchaser ("Unit Purchaser") and Correvio LLC, a Delaware limited liability company ("Correvio") and wholly-owned subsidiary of CarCor. Under the Agreement, in exchange for the Purchased Shares and certain other consideration the Asset Purchaser and Unit Purchaser acquired (a) certain assets of Correvio; (b) all outstanding shares of equity securities or other voting securities of, or ownership interests in, the subsidiaries of Correvio; (c) all accounts receivable payable to Correvio from its subsidiaries; and (d) all of the outstanding units of Correvio. Prior to the completion of the transactions provided for in the Agreement ("Transactions"), CarCor did not own or control any Cardiome common shares. The Purchased Shares represent approximately 16.6% of the outstanding common shares of Cardiome following the completion of the Transactions.
The value attributed under the Agreement to the Purchased Shares, in U.S. dollars, was based on the five-day NASDAQ volume weighted average price of the Cardiome common shares of US $3.90 per share or C$4.06653 per share, using the noon Bank of Canada rate on November 18, 2013 of 1.0427 to convert U.S. dollars into Canadian dollars. CarCor is resident in the United States and is advised that Cardiome relied upon the prospectus exemption available under BC Instrument 72-503 - Distrib Less |
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