Bio-Matrix Scientific Group Clarifies Previous Announcement of Stock Distribution and Reverse Split

Related News: Stem Cell Companies

A spokesperson for Bio-Matrix Scientific Group Inc. (Pink Sheets:BMXG) noted the Company has received numerous questions about its May 20th announcement of a stock dividend in its wholly owned subsidiary, Frezer Inc. and a 1-for-10 reverse stock split. In an effort to address these questions, the following points were offered by the Company:

-- Bio-Matrix Scientific Group (BMXG) will conduct a 1-for-10 reverse stock split.

-- The record date for the reverse stock split is May 31, 2005.

-- The Company will also issue a stock dividend to BMXG shareholders of as of May 31, 2005 in Frezer Inc. common stock.

-- BMXG anticipates its shareholders will receive the distribution of Frezer's common stock shortly after the announced payable date of June 15, 2005.

-- Frezer Inc. is currently a wholly owned subsidiary of Bio-Matrix Scientific Group Inc.

-- After the intended distribution of Frezer Inc.'s common stock, BMXG will no longer be a shareholder in Frezer.

-- All issued shares of Frezer's stock will be distributed pro rata to BMXG shareholders of record on May 31, 2005.

-- Frezer Inc. is currently a non-publicly traded stock which anticipates filing for fully reporting status with the Securities and Exchange Commission (SEC) in the near future.

-- Frezer Inc. also anticipates filing for public trading status with NASDAQ, if and when it obtains clearance of an effective registration statement from the SEC. "CLEARANCE" DOES NOT CONSTITUTE THAT EITHER THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED THESE SECURITIES OR DETERMINED IF THE INFORMATION TO BE PROVIDED IN THE INTENDED FREZER INFORMATION STATEMENT WILL BE TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

-- After the anticipated 1-for-10 reverse stock split, BMXG shareholders, as of the record date May 31, 2005, will have an equal number of shares in both BMXG and Frezer Inc.

Bio-Matrix' Chief Operating Officer Brian Pockett commented on Frezer's business model. Mr. Pockett's key points about Frezer include the following:

-- Frezer sees its initial focus on developing Regenerative Medicine and Adult Stem Cell Therapies, which differentiates it dramatically from BMXG's core business of stem cell instruments, stem cell cryogenics and non-invasive medical devices.

-- Frezer anticipates applying for grant funding for regenerative medicine though the California Institute for Regenerative Medicine later this year to pursue the development of stem cell therapies.

-- Frezer sees alliance formations with other regenerative medicine biotechnology firms as a major strategy in its rollout.

-- Geoffrey O'Neill, Ph.D. will head Frezer Inc. as its President. Dr. O'Neill has extensive research experience in the area of stem cell therapies which the Company believes will foster strong research alliances in stem cell therapy development.

-- An information statement is currently being prepared for a mass mailing to BMXG shareholders regarding the Frezer stock distribution. It should address any further questions relating to this distribution.

More information will be available shortly on the Company's website: www.BMXGonline.com.

About Bio-Matrix Scientific Group Inc.:

Bio-Matrix Scientific Group Inc. is a development stage company in the business of medical devices and monitoring systems research, development and commercialization. Bio-Matrix Scientific Group Inc. is aligning itself with partners that offer key technologies in biomedical device development, tissue engineering, cell culturing, genome therapy and drug delivery systems. Other companies in the same industry as Bio-Matrix Scientific Group Inc. (Pink Sheets:BMXG) are StemCells Inc. (Nasdaq:STEM), Thermogenesis Corporation (Nasdaq:KOOL) and Regeneration Technologies Inc. (Nasdaq:RTIX).

DISCLAIMER: This news release contains forward-looking statements. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted, or quantified. Future events and actual results could differ materially from those set forth in, contemplated by, or underlying the forward-looking statements. The risks and uncertainties to which forward-looking statements are subject include, but are not limited to, the effect of government regulation, competition and other material risks.



Posted on May 29, 2005 09:51 PM

 
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