Under terms of the agreement, Cardium will identify a line of products applying BioZone technology such as that incorporated into its QuSome, Inflacin, LipoCeutical, LipoSpray and other formulation and delivery technologies.
Cardium will receive a royalty-free license for a portfolio of 20 products selected by Cardium using BioZone technology in exchange for total consideration of $1m through the issuance of shares of Cardium common stock priced at the greater of the closing price of Cardium common stock on the date of closing, or $0.50 per share.
The purchased stock will be in the form of unregistered shares of common stock transferred to and held in an escrow account, to be released to BioZone beginning six months following the closing date of the transaction with such shares being released in five equal monthly installments.
Under contract, the product manufactured for Cardium by BioZone will be supplied at agreed-upon pricing terms and Cardium has a right of first refusal with respect to any potential sale of BioZone or BioZone assets, under which Cardium would be entitled to acquire BioZone or BioZone assets as applicable on the same terms and conditions as negotiated to mutual acceptability with any third party.
Cardium chairman and CEO Christopher Reinhard said that they look forward to expanding the MedPodium product platform to potentially encompass aesthetics, metabolics, neurologics and nutraceuticals based on BioZone’s technology and extensive experience and know-how.
"Our MedPodium product line initially includes seven podiatry-focused advanced skin care products and our recently announced weight management product, Linee, Reinhard said.
"Under our agreement with BioZone, we plan to develop a portfolio of up to 20 products that will be designed to address the emerging lifestyle issues that are increasingly important in our technology-driven society.
"Our products will initially be available through Cardium’s MedPodium web-based boutique with future plans to market and sell certain product lines through various select distributors or retailers in the United States."