SACRAMENTO, Calif., June 2 /PRNewswire-FirstCall/ -- CenterSpan Communications Corporation (“CenterSpan”) announced that it has entered into an agreement to purchase a license, and other intellectual properties, relating to a new drug delivery system from Hamilton PNG, in exchange for Preferred Shares amounting to Ninety Six Percent of the issued and outstanding equity of the company.
CenterSpan has been seeking new business opportunities since it concluded its prior business in 2003. The Hamilton PNG technology includes a new drug delivery system for dermatology uses and at least one new drug being submitted to the US FDA and other countries in the future. The drug delivery system and new drugs are significant improvements over current systems and are the result of over 15 years of development in the USA and Thailand. Information on the system and new drugs can be found at www.HamiltonPNG.com.
Following this purchase, expected to close on June 11, 2009, CenterSpan will issue 5 million preferred shares convertible to 96% of the outstanding common shares in return for this new drug delivery system and new drugs. The new Officers and Board of Directors will include the existing directors of Hamilton PNG. No debt or liabilities are being assumed by CenterSpan in connection with this acquisition of assets. The value of the assets being purchased for stock is approximately $82 million as determined by prior arms length private sales.
The Company intends to rename as BIOPHILE CORPORATION and relocate to offices in California, Florida, with satellite offices in New Jersey, and Bangkok, Thailand.
“This purchase of this exciting new drug delivery technology, and topical cure for nail fungus infections (Onychomycosis) is the next step for CenterSpan to become a premier pharmaceutical company within the next three to five years,” said Gregory Gilbert, CEO, Hamilton PNG. “Having this new technology without any debt for the years of research and successful clinical trials, is an advantage for CenterSpan that few companies ever enjoy. We expect to use the published clinical trials to help define the Phase I & II requirements for US FDA Registration.”
Cautionary Statement Regarding Forward-Looking Statements
This press release contains “forward-looking statements” which include, without limitation, statements regarding the future financial position, business strategy, budgets, financial status, plans and objectives of CenterSpan. Many of these statements can be identified by words such as “believe”, “expects”, “will”, “intends”, “projects”, “estimates”, or similar words, and include statements regarding the acquisition and the anticipated results of the acquisition of the new technology. CenterSpan believes the expectations reflected in such forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon. Forward-looking statements are not guarantees of future performance and involve a number known and unknown risks and uncertainties and other factors, which may cause CenterSpan’s actual performance and financial results to differ materially from any future performance or results expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general economic, market and business conditions; industry capacity; competitive action by other companies; the ability of CenterSpan to meet its obligations or respond to actions by governmental authorities including FDA requirements; changes in environmental and other regulations; and other factors, many of which are beyond the control of CenterSpan. Any forward-looking statements are made as of the date hereof and CenterSpan, and except as required under applicable law, CenterSpan will not publicly update or revise such statements to reflect new information, subsequent or otherwise.
CONTACT: John Fitzgerald of CenterSpan, +1-916-643-2010, or fax,
+1-916-643-2280
