Dec 24 2009
Stem Cell Therapy International, Inc. (OTCBB: SCII) announced that its pre-closing conditions for its merger with
Histostem Co. Ltd. ("Histostem") are proceeding on schedule with an
expected close of the merger in January 2010.
Shareholders have approved changing the Company's name to AmStem
Corporation and approved an increase in authorized shares. The Company has
filed an application with FINRA for the official name change to AmStem
Corporation. AmStem Corporation (SCII) will be the parent company of
Histostem and AmStem International, Inc. (Nevada Corporation), the wholly
owned subsidiary, established for international distribution of cosmetic
products and treatments.
Furthermore, the Company has issued the 93,863,357 shares, currently held
in escrow, required to consummate the acquisition of a 90% controlling
interest in the securities of Histostem. Following the closing, the
Company expects to have approximately 175,753,995 shares outstanding. This
fully diluted share figure includes the estimate of 13,181,535 shares which
will be issued within 5 days of the closing to settle previous litigation
as per the merger agreement. The shares held by Histostem are not expected
to be registered or distributed.
David Stark, President and CEO of SCII, commented, "We have been making
considerable progress fulfilling the obligations within our agreement with
Histostem and anticipate the merger will be completed very soon. This
merger creates one of the first fully merged Pacific Rim and U.S. stem cell
companies and we look forward to beginning this new chapter in our
corporate development. As with all international mergers, progress often
takes longer than expected, however all parties are excited about creating
a leading, international stem cell research, treatment and product
distribution company."
SOURCE: Stem Cell Therapy International, Inc.