From January 2006 until August 2008, Dr. Moreadith, age 54, served as Executive Vice President and Chief Medical Officer of Cardium Therapeutics, a company developing therapeutic products and devices for cardiovascular, ischemic and related indications. While at Cardium, he also served as Chief Medical Officer of InnerCool Therapies, a company focused on technology to warm and cool patients, and the Tissue Repair Company, a company focused on the development of growth factor therapeutics that promote tissue repair and regeneration, both of which are wholly-owned subsidiaries of Cardium and were acquired by Cardium in 2006. From August 2004 to December 2005, Dr. Moreadith served as Chief Medical Officer of Renovis, Inc., a company that developed drugs to treat neurological diseases and disorders. He was a co-founder of ThromboGenics Ltd., a company developing biotherapeutics for the treatment of vascular diseases, including acute ischemic stroke, and served as ThromboGenics' President and Chief Operating Officer from December 1998 to December 2003. From April 1996 to February 1997, Dr. Moreadith served as Principal Medical Officer of Quintiles, Inc. and was also a co-founder of the Cardiovascular Therapeutics Group. He received his M.D. from Duke University and his Ph.D. from Johns Hopkins University, and was a Howard Hughes Medical Institute Postdoctoral Fellow in Genetics at Harvard Medical School. His faculty appointments include the University of Texas Southwestern Medical Center, where he was an Established Investigator of the American Heart Association.

Under the terms of the Letter Agreement, Dr. Moreadith will receive an annual base salary of $425,000 and, pursuant to the Company's 2008 Discretionary Performance-Based Incentive Compensation Policy, an annual performance bonus target of 60% of his annual base salary (the "Performance Bonus Target"), which target annual bonus will not be pro-rated for 2008. In addition, the Company will pay Dr. Moreadith a sign-on bonus of $35,000 and he will receive certain relocation benefits. Dr. Moreadith will be granted a stock option to purchase 500,000 shares of the Company's common stock. The stock option price will be the closing price of the Company's common stock on the later to occur of (i) his start date or (ii) the date of approval by the Company's Organization and Compensation Committee. Dr. Moreadith is also eligible to participate in the Company's standard employee benefits programs.

In the event Dr. Moreadith's employment is terminated for reasons not related to a Change of Control either (a) by the Company without Cause or (b) by him for a Good Reason Resignation (as such capitalized terms are defined in the Letter Agreement), the Company will enter into a severance arrangement with him, which will include the following: (i) waiver and release, (ii) a cash severance payment equal to his total annual cash compensation target (including his base salary and then then effective Performance Bonus Target), (iii) an exercise period for the vested and unexercised portion of all stock options held by him lasting 12 months following the termination date and (iv) payment by the Company of all applicable COBRA payments for him and his family until the earlier of the first anniversary of the termination date or the date on which he becomes eligible for comparable benefits with another employer.