FYI.
Bio-Matrix Scientific Group Inc. Announces Regenerative Medicine Company Spin-off and Re-Structuring
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20 May 2005, 3:15pm ET
SAN DIEGO--(BUSINESS WIRE)--May 20, 2005--Bio-Matrix Scientific Group, Inc. (Pink Sheets:BMXG) today announced (a) a Stock Distribution of a wholly owned subsidiary and (b) a 1-for-10 Reverse Stock Split.
A spokesperson for the Company said that its Board of Directors plans to spin-off 6,035,501 shares of the common stock of Frezer, Inc., a wholly owned subsidiary of Bio-Matrix Scientific Group, to BMXG shareholders of record as of May 31, 2005.
This represents one share of Frezer, Inc. for every one share of Bio-Matrix Scientific Group Inc. (Pink Sheets:BMXG) owned post reverse split.
Frezer Inc. is a development-stage company focusing on the development of stem cell therapies in the field of Regenerative Medicine. The company is headed by Dr. Geoffrey J. O'Neill whose career spans more than 25 years in the academic field of human stem cell transplantation from both the clinical and research perspective.
Dr. O'Neill has authored over 90 publications in the field of bone marrow transplantation and stem cell biology and was a recipient of the prestigious Jean-Julliard Prize from the International Society of Blood Transfusion. Most recently, he served as Scientific and Medical director of Cryo-Cell International Inc., one of the first companies to pioneer and commercialize family banking for cord blood stem cells. Dr. O'Neill was a key component in establishing Cryo-Cell as a leader in its field.
Frezer Inc. is currently preparing a Form 10 for filing with the SEC to make the company fully reporting. Prior to clearance of the Frezer Form 10, the spin off shares shall be subject to restrictions on transfer. These restrictions will be explained in detail in an information statement currently being prepared which will be distributed to Bio-Matrix shareholders of May 31, 2005 record date.
Additionally, Bio-Matrix Scientific's Board of Directors also announced a one-for-ten reverse stock split of BMXG common stock. The planned reverse stock split of the BMXG common stock has been approved by the unanimous written consent of the Board of directors and has been ratified through the written consent of shareholders of a majority of the outstanding shares of the voting stock of the Corporation entitled to vote at a meeting of the shareholders. The reverse split will be effective on May 31, 2005 or the date approved by NASDAQ.
Mentioned Last Change
KOOL 3.57 Up0.42dollars or (13.33%)
RTIX 7.60 Up0.08dollars or (1.06%)
STEM 4.00 Up0.42dollars or (11.73%)
David Koos, Chairman and CEO of Bio-Matrix Scientific Group, Inc., stated that, "The Company is excited about the future of Frezer Inc. While it does not reflect Bio-Matrix' direct business model, it does dovetail into our activities in Adult Stem Cell Cryogenics. Dr. Geoffrey O'Neill will still be assisting Bio-Matrix in developing next generation cryogenic stem cell banking technology. His role with Frezer allows him to potentially develop stem cell therapies for the future. The capital restructuring of Bio-Matrix is anticipated to afford the Company greater capital financing possibilities for the future. We believe that the number of shares of our common stock outstanding after the reverse split will give us flexibility for structuring future transactions."
More information will be available shortly on the Company's website: www.BMXGonline.com .
About Bio-Matrix Scientific Group Inc.:
Bio-Matrix Scientific Group Inc. is a development stage company in the business of medical devices and monitoring systems research, development and commercialization. Bio-Matrix Scientific Group Inc. is aligning itself with partners that offer key technologies in biomedical device development, tissue engineering, cell culturing, genome therapy and drug delivery systems. Other companies in the same industry as Bio-Matrix Scientific Group Inc. (Pink Sheets:BMXG) are StemCells Inc. (Nasdaq:STEM), Thermogenesis Corporation (Nasdaq:KOOL) and Regeneration Technologies Inc. (Nasdaq:RTIX).
DISCLAIMER: Except for the historical information contained herein, this press release contains forward-looking statements that involve risks and uncertainties. Forward-looking statements use the words, "plans," "intends," or words of similar meaning or the negative of these or similar words. Actual results may differ materially from the results predicted and reported results should not be considered an indication of future performance. In addition to the factors described or referenced above, among the other factors that could cause actual results to differ materially are the following: adverse changes in the business conditions and the general economy; competitive factors, such as rival companies' pricing and marketing efforts; availability of third-party material products at reasonable prices; changing competitive and technologies; risks of obsolescence due to shifts in market demand; and litigation involving product liabilities and consumer issues. Bio-Matrix Scientific Group, Inc. cautions readers not to place undue reliance upon any such forward looking statements, which speak only as of the date made. Bio-Matrix Scientific Group, Inc. expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any such statements to reflect any change in the company's expectations or any change in events, conditions or circumstances on which any such statement is based.
CONTACT: Bio-Matrix Scientific Group Inc., San Diego
Investor Relations, 619-236-7994
info@BMXGonline.com
SOURCE: Bio-Matrix Scientific Group Inc.
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