A Medical Device Daily
Cardica (Redwood City, California) reported a common stock purchase agreement with Aspire Capital Fund (Chicago), an Illinois limited liability company, which provides that, subject to certain conditions, Aspire Capital is committed to purchase up to $10 million of Cardica's common stock over the next two years.
For the duration of the two-year purchase agreement, Cardica will control the timing and amount of any sales of its common stock to Aspire Capital, subject to certain conditions, which include the effectiveness of a registration statement registering the sale by Aspire Capital of the shares issued to Aspire Capital under the agreement. Each time Cardica elects to sell shares to Aspire Capital, the pricing of that sale will be determined pursuant to a formula that is based upon the actual sale prices of Cardica's common stock on Nasdaq over the 12 days preceding the particular sale to Aspire.
Accordingly, Cardica will know at the time that it gives a notice of sale to Aspire the price per share that Aspire will be required to pay. Aspire has no right to require any sales by Cardica, but is obligated to make purchases as Cardica directs in accordance with the purchase agreement, which may be terminated by Cardica at any time, without cost or penalty. The agreement does not restrict other financings by Cardica.
“We believe that having access to additional capital opportunistically will give us the financial flexibility and control to allow us to complete development and pursue our plans to launch the Cardica Microcutter ES8, subject to FDA clearance, in the appropriate manner, while continuing development of other devices within our planned microcutter product line,“ said Bernard Hausen, MD, PhD, president/CEO of Cardica.
Cardica makes stapling and anastomotic devices for cardiac and endoscopic surgical procedures.
In other financing activity, Omnicare (Covington, Kentucky) reported the expiration and final results of its offer to purchase for cash up to $525 million aggregate principal amount of its convertible senior debentures due 2035, at a purchase price equal to $950 per $1,000 of the principal amount of such debentures, plus accrued and unpaid interest thereon.
Omnicare noted that $748.2 million aggregate principal amount of the debentures were validly tendered and not withdrawn and Omnicare accepted for payment $525 million aggregate principal amount of such debentures. Payment of the aggregate consideration of roughly $498.8 million (including accrued and unpaid interest) will be made on the validly tendered debentures in accordance with the terms of the tender offer. After giving effect to the purchase of the tendered debentures, $452.5 million aggregate principal amount of the debentures remains outstanding. Barclays Capital acted as dealer manager for the tender offer.