Cardiome Pharma Corp. (NASDAQ: CRME/TSX: 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.