MEDIA RELEASE PR41472
NeoStem Presented at NASDAQ MarketSite in New York to Discuss Entry Into Merger Agreement With
Progenitor Cell Therapy
NEW YORK, Sept. 27 /PRNewswire-AsiaNet/ --
NeoStem, Inc. (NYSE Amex: NBS) ("NeoStem" or the "Company"), an international biopharmaceutical company
with operations in the U.S. and China, appeared on Thursday at the NASDAQ MarketSite in Times Square in
connection with its announcement of the signing of a definitive merger agreement whereby NeoStem will acquire
Progenitor Cell Therapy.
The definitive merger agreement provides for the issuance of an aggregate
of 11,200,000 shares of NeoStem common stock in exchange for all of
Progenitor Cell Therapy membership interests. The bulk of these shares will
be held in an escrow account for at least one year from closing and will not
be available for sale. Additional consideration includes warrants to purchase
an aggregate of no less than 1,000,000 and a maximum of 3,000,000 additional
shares of NeoStem common stock at $3, $5 and $7 exercise prices. Holders of
greater than 50% of NeoStem's common stock and greater than 50% of PCT's
membership interests have agreed to vote in favor of the merger.
Dr. Smith discussed how this acquisition is a significant step in
NeoStem's efforts to develop a "one-stop-shop" for global cell therapy and
highlighted key considerations in the merging of the two companies,
including:
-- In 2009, PCT generated over $8,000,000 in revenue. Its
business will be accretive to NeoStem's growing adult stem cell
operations and PCT has demonstrated that cellular therapy can be a
revenue generating business.
-- PCT's management will remain in place. They bring over 100 years
of collective experience in the business and science of cell therapy and
its development.
-- Since its inception in 1999, PCT has performed over 30,000 cell
therapy procedures in its cell therapy manufacturing facilities and
processed and stored over 18,000 cell therapy products (including
umbilical cord blood units, blood and marrow derived stem cells and
dendritic cells).
-- PCT has served over 100 clients from around the world and is
experienced with more than 20 different cell based therapeutics. Most
exciting is the fact that over 5,000 patients have been treated with the
cell therapy products that have been logistically arranged and
transported by PCT
-- PCT has played an instrumental role in the manufacturing of
Provenge throughout the clinical trial process, that has led to
Dendreon's successful FDA approval of the first major autologous
cellular immunotherapy. We believe PCT's core competencies in cell
therapy development will contribute to moving forward NeoStem's
proprietary VSEL (TM) Technology.
-- Additionally, between NeoStem's autologous adult stem cell
collection capabilities and PCT's umbilical cord blood collection and
long term storage services, the combined company will be the first of
its kind to provide families autologous stem cell collection and
storage with current Good Manufacturing Practices (cGMP)".
The closing of the merger is subject to various conditions, including the
approval by NeoStem's stockholders of the issuance of NeoStem's securities in
the merger.
About NeoStem, Inc.
NeoStem, Inc. is engaged in the development of stem cell-based therapies
and building of a network of adult stem cell collection centers in the U.S.
and China that are focused on enabling people to donate and store their own
(autologous) stem cells for their personal use in times of future medical
need. The Company is also the licensee of various stem cell technologies,
including a worldwide exclusive license to VSEL(TM) technology which uses
very small embryonic-like stem cells, shown to have several physical
characteristics that are generally found in embryonic stem cells, and is
pursuing the licensing of other technologies for therapeutic use. NeoStem's
majority-controlled Chinese pharmaceutical operation, Suzhou Erye,
manufactures and distributes generic antibiotics in China. For more
Forward-Looking Statements
This press release contains forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. Forward-looking
statements reflect management's current expectations, as of the date of this
press release, and involve certain risks and uncertainties, including whether
the merger ultimately will be consummated. The Company's actual results could
differ materially from those anticipated in these forward-looking statements
as a result of various factors. Factors that could cause future results to
materially differ from the recent results or those projected in
forward-looking statements include the "Risk Factors" described in the
Company's Annual Report on Form 10-K filed with the Securities and Exchange
Commission on March 31, 2010 and the form 8k filed on Sept 23, 2010 as well
as other periodic filings made with the Securities and Exchange Commission.
The Company's further development is highly dependent on future medical and
research developments and market acceptance, which is outside its control.
For more information, please contact:
NeoStem, Inc.
Robin Smith, CEO
Phone: +1-212-584-4174
Email: rsmith@neostem.com
SOURCE NeoStem, Inc.
CONTACT: Robin Smith, CEO of NeoStem, Inc., +1-212-584-4174,
rsmith@neostem.com
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