Stem Cell Therapy International to merge with Histostem Korea

Sep 11 2009

Stem Cell Therapy International Inc. (OTCBB: SCII) announced today that the Company has agreed to be a party to the settlement between Histostem, Incorporated, a Delaware Corporation ("Histostem USA") and Histostem Corporation, a Korean Corporation ("Histostem Korea"). The agreement is contingent upon the close of the SCII and Histostem Korea merger, and specifically, the agreement is contingent that at the close of the merger, SCII will acquire no less than 90% of the total fully diluted equity of Histostem Korea.

For the consideration provided by Histostem USA, including but not limited to a waiver of claims and a general release, Histostem Korea and SCII have agreed to pay Histostem USA $100,000 in cash, which will be divided into three equal payments over a two year period; and seven and one half percent (7.50%) of the fully diluted total outstanding shares of SCII common stock following the close of the merger between Histostem Korea and SCII. The management of Stem Cell Therapy International, Inc. will continue to finalize a new merger agreement between SCII and Histostem Korea in the next fifteen days.

Andrew J. Norstrud, Chief Financial Officer, states, "Over the past year, it has been very challenging to make significant progress in operations, obtain the necessary financing to execute our global strategy and complete the merger while we were waiting for the final resolution in the Histostem Korea litigation." Mr. Norstrud also stated, "We appreciate all of the investors that have continued to support SCII and we look forward to completing this merger and obtaining the necessary financing to enable us to accelerate our strategic initiatives in the near future."

The Company plans to leverage Histostem Korea's technology to be the state-of-the-art conduit for bringing Asian adult stem cells into the U.S. for clinical trials and the treatment of conditions on which Americans spend billions of dollars annually. This is predicated on successful clinical trial results by Histostem Korea for Male Pattern Baldness, Buerger's Disease and other conditions, whose repository of over 80,000 cord blood units has consistently met the rigorous standards of the Korean FDA. This has made Histostem Korea the largest repository of cord blood in the world, and one of the first to actually profit from sales of its own stem cell-derived products.