ReGen to acquire Sciencom Limited

08/02/2006

ReGen Therapeutics Plc (‘ReGen’) announces that, following the successful completion of the feasibility study announced by ReGen on 6 September 2005, it has today entered into an agreement to acquire the entire issued share capital of Sciencom Limited (the ‘Acquisition’). Completion of the Acquisition is expected to take place on 14 February 2006 (‘Completion’).

Sciencom Limited (‘Sciencom’) is a private company, which is developing an important new use for zolpidem, a long-established drug, currently marketed for the treatment of insomnia. The new use relates to a novel application of zolpidem for the treatment of ‘brain dormancy/diaschisis’ (the ‘Application’) and Sciencom has filed patent application in this regard.

A significant body of ‘open’ clinical case observations has shown that zolpidem can normalise areas of brain dormancy secondary to a primary lesion in brain damage conditions e.g. stroke, traumatic brain injury, vascular dementia and Bell’s palsy. The clinical effects of this dormancy reversal have been restoration of consciousness, swallowing, co-ordination and motor function after stroke and traumatic brain injury. Given that stroke alone is the largest single cause of severe disability in England and Wales, with over 250,000 people being affected at any one time, ReGen believes that, subject to the completion of successful trials, the Application could represent a significant medical and commercial opportunity.

This reversal of dormancy has been visualised by SPECT brain scanning on dosing with zolpidem. The clinical effect is generally proportional to the size and position of the dormant area and correlates with drug levels in the brain/plasma. Whilst to date these effects have been achieved with existing formulations of zolpidem, these are less than ideal for the new use, with sedation as a significant limiting factor. ReGen is therefore looking to develop new formulations to optimise the delivery of these important clinical effects to a diverse range of patients.

Commenting, Percy Lomax, ReGen Chairman and Chief Executive said ‘The acquisition of Sciencom is a significant widening of ReGen’s offering. This year we are planning a Phase II study on zolpidem, managed by our subsidiary CRO, Guildford Clinical Pharmacology Unit Limited, which will be carried out in South Africa. In this study we will be comparing a novel formulation with a standard marketed formulation in known zolpidem responders.’

The initial consideration to be paid for the Acquisition is £25,000 which will be satisfied by the issue of ReGen ordinary shares of 0.1p each (‘Ordinary Shares’) at a price equal to the mid market closing price of Ordinary Shares on 8 February 2006 (the ‘Initial Consideration Shares’). ReGen has also agreed to pay additional consideration for the Acquisition of £100,000 following the demonstration, to the reasonable satisfaction of ReGen, of the efficacy of a formulation in the form of clinically significant benefit. This additional consideration will, if payable, be satisfied by the issue of Ordinary Shares at a price equal to the mid market closing price of Ordinary Shares on a day being four business days prior to the admission of such shares to trading on the AIM market of the London Stock Exchange (the ‘Milestone Consideration Shares’).

ReGen will also, upon Completion, enter into royalty agreement with the sellers of the Sciencom shares that provides for the payment to them of a royalty equal to 5% of the net revenues received by ReGen from the sale or sub-licensing of products made from the Application.

Application will be made to admit the Initial Consideration Shares and, if issued, the Milestone Consideration Shares to trading on the AIM market of the London Stock Exchange. Admission of the Initial Consideration Shares is expected to take place on 14 February 2006.

For more information, please contact:

Andrew Marshall
Greycoat Communications
Tel: 020 7960 6007
Mobile: 07785 297111