Critical Therapeutics Files Registration Statement on Form S-4 with Securities and...

Critical Therapeutics Files Registration Statement on Form S-4 with Securities and Exchange Commission

Merger with Cornerstone Currently Targeted to Close in Fourth
Quarter of 2008
LEXINGTON, Mass.--(Business Wire)--
Critical Therapeutics, Inc. (NASDAQ: CRTX) announced today that it
has filed a Registration Statement on Form S-4 with the Securities and
Exchange Commission containing the preliminary Proxy
Statement/Prospectus in connection with the previously announced
merger agreement between Critical Therapeutics and Cornerstone
BioPharma Holdings, Inc. (Cornerstone). Cornerstone is a
privately-held specialty pharmaceutical company focused on developing
and commercializing prescription medications for respiratory
disorders.

The Registration Statement has not yet become effective and the
information contained in the filing is subject to change. After the
Registration Statement has been declared effective, a definitive Proxy
Statement/Prospectus will be mailed to the stockholders of Critical
Therapeutics prior to holding any special meeting of stockholders to
vote on the proposed merger agreement.

The stock-for-stock transaction is currently targeted to close in
the fourth quarter of 2008. A copy of the filing in its entirety is
available at www.sec.gov.

About Critical Therapeutics, Inc.

Critical Therapeutics, Inc. is developing and commercializing
innovative products for respiratory and inflammatory diseases.
Critical Therapeutics owns worldwide rights to two FDA-approved drugs:
ZYFLO CR(R) (zileuton) extended-release tablets and ZYFLO(R) (zileuton
tablets). Critical Therapeutics is developing products for acute
asthma attacks that lead patients to the emergency room and other
urgent care settings. Critical Therapeutics also is developing
therapies directed toward the body's inflammatory response. Critical
Therapeutics is located in Lexington, Mass. For more information,
please visit www.crtx.com.

Important Additional Information

The Registration Statement and the Proxy Statement/Prospectus
contains important information about Critical Therapeutics,
Cornerstone, the transaction and related matters. Investors and
security holders are urged to read the Registration Statement, once it
has been declared effective, and the definitive Proxy
Statement/Prospectus carefully when they are available. Investors and
security holders will be able to obtain free copies of the
Registration Statement and the Proxy Statement/Prospectus and other
documents filed with the SEC by Critical Therapeutics through the web
site maintained by the SEC at www.sec.gov.

In addition, investors and security holders can obtain free copies
of the Registration Statement and the Proxy Statement/Prospectus from
Critical Therapeutics by contacting Critical Therapeutics, Inc., Attn:
Chief Financial Officer, 60 Westview Street, Lexington, MA 02421.

Critical Therapeutics, and its directors and executive officers,
may be deemed to be participants in the solicitation of proxies in
respect of the transactions contemplated by the merger agreement.
Information regarding Critical Therapeutics' directors and executive
officers is contained in Critical Therapeutics' Annual Report on Form
10-K for the year ended December 31, 2007, as amended, and its proxy
statement dated April 25, 2008, which are filed with the SEC.
Additional information regarding the interests of these participants
and other persons who may be deemed participants in the transaction
may be obtained by reading the Registration Statement and the Proxy
Statement/Prospectus when they are available. As of June 30, 2008,
Critical Therapeutics' directors and executive officers beneficially
owned approximately 10,406,191 shares, or 23 percent, of Critical
Therapeutics' common stock.

Forward-Looking Statements

Any statements in this press release about future expectations,
plans and prospects for Critical Therapeutics, Inc., including,
without limitation, statements regarding the closing of the proposed
transaction with Cornerstone; our strategy, future operations,
financial position, future revenues, and projected costs; prospects,
plans and objectives of management; and all other statements that are
not purely historical in nature, constitute "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995. Without limiting the foregoing, the words
"anticipate," "believe," "estimate," "expect," "intend," "target,"
"may," "plan," "project," "could," "should," "will," "would" and
similar expressions are intended to identify forward-looking
statements. Actual results may differ materially from those indicated
by such forward-looking statements as a result of various important
factors, including risks and uncertainties relating to: our ability to
consummate the proposed transaction with Cornerstone; the continued
listing of the Company's common stock on NASDAQ and our ability to
achieve and sustain compliance with all NASDAQ listing requirements;
our ability to successfully market and sell ZYFLO CR, including the
success of our co-promotion arrangement with DEY; our ability to
transition our management team effectively; our ability to develop and
maintain the necessary sales, marketing, distribution and
manufacturing capabilities to commercialize ZYFLO CR; patient,
physician and third-party payor acceptance of ZYFLO CR as a safe and
effective therapeutic product; adverse side effects experienced by
patients taking ZYFLO CR or ZYFLO; our heavy dependence on the
commercial success of ZYFLO CR; our ability to maintain regulatory
approvals to market and sell ZYFLO CR; our ability to successfully
enter into additional strategic co-promotion, collaboration or
licensing transactions on favorable terms, if at all; conducting
clinical trials, including difficulties or delays in the completion of
patient enrollment, data collection or data analysis; the results of
preclinical studies and clinical trials with respect to our products
under development and whether such results will be indicative of
results obtained in later clinical trials; our ability to obtain the
substantial additional funding required to conduct our development and
commercialization activities; our dependence on our strategic
collaboration with MedImmune, Inc.; and our ability to obtain,
maintain and enforce patent and other intellectual property protection
for ZYFLO CR, our discoveries and our drug candidates. These and other
risks are described in greater detail in the "Risk Factors" section of
the Registration Statement and our Quarterly Report on Form 10-Q and
other filings that we make with the Securities and Exchange
Commission. If one or more of these factors materialize, or if any
underlying assumptions prove incorrect, our actual results,
performance or achievements may vary materially from any future
results, performance or achievements expressed or implied by these
forward-looking statements.

In addition, the statements in this press release reflect our
expectations and beliefs only as of the date of this release. We
anticipate that subsequent events and developments will cause our
expectations and beliefs to change. However, while we may elect to
update these forward-looking statements publicly at some point in the
future, we specifically disclaim any obligation to do so, except as
required by law, whether as a result of new information, future events
or otherwise. In general, except as specifically indicated, our
forward-looking statements do not reflect the potential impact of any
future acquisitions, mergers, dispositions, business development
transactions, joint ventures or investments, other than the proposed
transaction with Cornerstone. These forward-looking statements should
not be relied upon as representing our views as of any date subsequent
to the date of this release.

ZYFLO(R) and ZYFLO CR(R) are registered trademarks of Critical
Therapeutics, Inc.

Critical Therapeutics, Inc.
Linda S. Lennox, 781-402-5708
Vice President, Investor & Media Relations
llennox@crtx.com

Copyright Business Wire 2008