New regenerative company Cesca created through merger

USA-based ThermoGenesis (Nasdaq: KOOL), a leading supplier of enabling technologies for the processing and storage of stem cells and other biological tissues, and TotipotentRx Corp, a privately held California company, which specializes in developing cell-based therapies in the field of regenerative medicine and is the exclusive provider of cell-based product and services to the Fortis Healthcare System, have entered into a definitive merger agreement.

Under terms of the agreement, ThermoGenesis will issue around 12,491,000 shares of its common stock to TotiRx which equates to a value of about $18.6 million, based on ThermoGenesis’ closing stock price of $1.49 on July 15, 2013. The merger agreement has been unanimously approved by the board of directors of each company. The transaction is expected to close in the fourth quarter of calendar year 2013 and is subject to customary closing conditions, certain financial conditions, regulatory approvals and approval by the shareholders of ThermoGenesis and TotiRx.

The combined company is expected to be named Cesca Therapeutics (Clinical Excellence in Stem Cell Applications) and will continue to trade on Nasdaq under the ticker symbol KOOL. The combined company is expected to become one of the first fully integrated regenerative medicine companies, developing clinically validated, commercially scalable, point-of-care cell therapies for major therapeutic markets, including orthopedic, cardiovascular and neurologic indications.