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NeoStem Signs Definitive Merger Agreement to Acquire Amorcyte in Equity Transaction
Date:7/14/2011

f 1,881,008 shares of NeoStem common stock. An additional 4,092,768 shares of NeoStem stock will vest upon achievement of specified AMR-001 milestones. Amorcyte shareholders will receive additional consideration in the form of an earn out upon commercialization.

Holders of greater than 50% of Amorcyte's shares have agreed to vote in favor of the merger.  The closing of the merger is subject to various conditions, including the approval by NeoStem and Amorcyte stockholders of the issuance of NeoStem's securities in the merger.

Dr. Robin L. Smith, CEO of NeoStem said, "We are excited to have reached this agreement with Amorcyte and to be in position to acquire this asset which is on the verge of commencing Phase II trials and which has a strong IP position that includes key issued patents for both composition of matter  and method of use. We anticipate a seamless integration with our operations as PCT, our wholly-owned subsidiary, manufactured the cells for the AMR-001 Phase I clinical trial and has already been selected to manufacture AMR-001 for the Phase II trial."

"We are excited about the Phase 1 trial results and look forward to moving Amorcyte's lead product AMR-001 forward and toward commercialization through NeoStem," said Dr. Andrew Pecora, Chief Medical Officer of PCT and Chief Scientific Officer of Amorcyte. "Through NeoStem's preclinical VSEL platform, the Phase I-ready autoimmune disease product candidates of its Athelos subsidiary, and now through AMR-001, NeoStem seeks to fulfill the promise that an individual's own cells hold the potential to both heal and transform the way medicine is delivered."

About NeoStem, Inc.NeoStem, Inc. is engaged in the development and manufacturing of cell-based therapies in the U.S.  Its January 2011 acquisition of Progenitor Cell Therapy, LLC ("PCT") is central to the Company's strategic mission of capturing the paradigm shift to cell therapy.  The acquisition of PCT gi
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