BioCardia (BCDA) 8-K Entry into a Material Definitive Agreement

Exhibit 99.1

Pro Forma Unaudited Consolidated Financial Information

     The following unaudited pro forma consolidated financial statements have been prepared from the historical financial statements of Cardo Medical, Inc., as adjusted, to give effect to the sale of substantially all of the assets of the Spine Division, which we refer to as the Spine Asset Sale below. The Spine Asset Sale was consummated on April 4, 2011 pursuant to the Asset Purchase Agreement, dated as of April 4, 2011, entered into by Cardo Medical, Inc., Cardo Medical, LLC (Cardo Medical, Inc. and Cardo Medical, LLC are collectively referred to as the “Sellers”) and Altus Partners, LLC (the “Buyer”) pursuant to which the Sellers agreed to sell substantially all of the assets of the Sellers’ spine division to the Buyer in exchange for cash consideration of $3,000,000. The unaudited pro forma consolidated balance sheet as of December 31, 2010 reflects adjustments as if the Spine Asset Sale had occurred on December 31, 2010. The unaudited pro forma consolidated statement of operations for the year ended December 31, 2010 reflect adjustments as if the Spine Asset Sale had occurred on January 1, 2010.

     The unaudited pro forma consolidated financial statements do not purport to present the financial position or results of operations of Cardo Medical, Inc. had the Spine Asset Sale occurred on the dates specified, nor are they necessarily indicative of the results of operations that may be achieved in the future.

     These unaudited pro forma consolidated financial statements should be read in conjunction with Cardo Medical, Inc.’s historical consolidated financial statements and accompanying notes included in its Form 10-K filed on March 31, 2011.

				Pro Forma
				Adjustment
				Effect of
	December 31,			Spine			Pro Forma
	2010			Asset Sale			Combined
				(unaudited)			(unaudited)
				[A]
(in ‘000s)
Assets
Current assets
Cash	$	127		$	3,000		$	3,127
Accounts receivable, net		413						413
Prepaid expenses and other current assets		99						99
Total current assets		639			3,000			3,639
Assets held for sale		4,765			(713	)		4,052
Deposits		31						31
Total assets	$	5,435		$	2,287		$	7,722
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable and accrued expenses	$	1,656		$			$	1,656
Note payable — Arthrex		—						—
Note payable — related party		300						300
Note payable		200						200
Total liabilities		2,156			—			2,156
Stockholders’ equity
Common stock		230						230
Additional paid-in capital		25,773						25,773
Note receivable from stockholder		(50	)					(50	)
Accumulated deficit		(22,674	)		2,287			(20,387	)
Total stockholders’ equity		3,279			2,287			5,566
Total liabilities and stockholders’ equity	$	5,435		$	2,287		$	7,722

[A] The adjustment reflects the sale of substantially all of the inventory and property and equipment of the Spine Division. Per the Asset Purchase Agreement with Altus Partners, LLC, the total cash consideration amounts to $3,000,000.

				Pro Forma Adjustment
	Year Ended			Gain on
	December 31,			Spine		Pro Forma
	2010			Asset Sale		Combined
				(unaudited)		(unaudited)
				[A]
(in ‘000s)
Net sales	$	—		$	—	$	—
Cost of sales		—			—		—
Gross profit		—			—		—
Research and development expenses		—			—		—
Selling, general and administrative expenses		583			—		583
Loss from operations		(583	)		—		(583	)
Interest income (expense), net		27			—		27
Loss from continuing operations before income tax provision		(556	)		—		(556	)
Provision for income taxes		—			—		—
Loss from continuing operations		(556	)		—		(556	)
Discontinued operations
Loss from discontinued operations		(10,953	)		—		(10,953	)
Gain on disposal		—			2,287		2,287
Net (loss) income	$	(11,509	)	$	2,287	$	(9,222	)
Basic and diluted (loss) income per share before discontinued operations		(0.00	)		—		(0.00	)
Discontinued operations		(0.05	)		0.01		(0.04	)
Basic and diluted loss per share	$	(0.06	)	$	0.01	$	(0.04	)
Weighted average shares outstanding:
Basic and diluted		230,293,141			230,293,141		230,293,141

[A] The gain on the spine asset sale represents the difference between the sales price of $3,000,000, less the carrying value of the assets being sold ($713,000).