NeoStem and Progenitor Cell Therapy (PCT) a privately held cell therapy company in NJ and Cal on 9/23/10 signed of a definitive merger agreement whereby NBS will acquire Progenitor Cell Therapy.
The definitive merger agreement provides:
- For the issuance of an aggregate of 11.2 M shares of NBS common stock and warrants to purchase an aggregate of no less than 1M and a maximum of 3 M additional shares of NBS common stock in exchange for all of PCT membership interests;
- Holders of greater than 50% of NBS’s common stock and greater than 50% of PCT’s membership interests have agreed to vote in favor of the merger;
- The closing of the merger is subject to various conditions, including the approval by NBS’s stockholders of the issuance of NBS’s securities in the merger;
- PCT’s revenue generating business would be accretive to NeoStem’s growing adult stem cell operations;
- Since its inception in 1999, PCT has served over 100 clients from around the world and is experienced with more than 20 different cell based therapeutics;
- 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 approximately 7,000 umbilical cord blood units, 10,000 blood and marrow derived stem cells and 1,000 dendritic cells) and arranged the logistics and transportation for over 14,000 cell therapy products for clinical use by over 5,000 patients;
- Dr. Andrew Pecora, PCT’s CEO will join the NBS’ Board of Directors upon the closing of the merger.
Progenitor Cell Therapy is a client-based cell therapy services company that supports the development of cellular therapies by providing cGMP compliant cell manufacturing and consulting services that address regulatory, financial, technical, process, and quality systems strategies.
- PCT’s cG(x) P nationwide network enables it to provide a full spectrum of support including preclinical development, clinical research, collection, processing, tissue storage, diagnostics/biologic product testing, manufacturing, distribution and transportation;
- PCT played an instrumental role in manufacturing Provenge, Dendreon Corporation’s autologous cellular immunotherapy through its clinical trials to FDA approval, which would contribute moving forward NeoStem’s VSEL™ Technology and other future cell therapy products.