TILS.L Regulatory News (TILS)

8 Feb 2006 11:00

ReGen Therapeutics PLC08 February 2006 ReGen Therapeutics Plc 8 February 2006 ReGen to acquire Sciencom Limited ReGen Therapeutics Plc ("ReGen") announces that, following the successfulcompletion of the feasibility study announced by ReGen on 6 September 2005, ithas today entered into an agreement to acquire the entire issued share capitalof Sciencom Limited (the "Acquisition"). Completion of the Acquisition isexpected to take place on 14 February 2006 ("Completion"). Sciencom Limited ("Sciencom") is a private company, which is developing animportant new use for zolpidem, a long-established drug, currently marketed forthe treatment of insomnia. The new use relates to a novel application ofzolpidem 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 zolpidemcan normalise areas of brain dormancy secondary to a primary lesion in braindamage conditions e.g. stroke, traumatic brain injury, vascular dementia andBell's palsy. The clinical effects of this dormancy reversal have beenrestoration of consciousness, swallowing, co-ordination and motor function afterstroke and traumatic brain injury. Given that stroke alone is the largest singlecause of severe disability in England and Wales, with over 250,000 people beingaffected at any one time, ReGen believes that, subject to the completion ofsuccessful trials, the Application could represent a significant medical andcommercial opportunity. This reversal of dormancy has been visualised by SPECT brain scanning on dosingwith zolpidem. The clinical effect is generally proportional to the size andposition of the dormant area and correlates with drug levels in the brain/plasma. Whilst to date these effects have been achieved with existingformulations of zolpidem, these are less than ideal for the new use, withsedation as a significant limiting factor. ReGen is therefore looking to developnew formulations to optimise the delivery of these important clinical effects toa diverse range of patients. Commenting, Percy Lomax, ReGen Chairman and Chief Executive said "Theacquisition of Sciencom is a significant widening of ReGen's offering. This yearwe are planning a Phase II study on zolpidem, managed by our subsidiary CRO,Guildford Clinical Pharmacology Unit Limited, which will be carried out in SouthAfrica. In this study we will be comparing a novel formulation with a standardmarketed formulation in known zolpidem responders." The initial consideration to be paid for the Acquisition is £25,000 which willbe satisfied by the issue of ReGen ordinary shares of 0.1p each ("OrdinaryShares") at a price equal to the mid market closing price of Ordinary Shares on8 February 2006 (the "Initial Consideration Shares"). ReGen has also agreed topay additional consideration for the Acquisition of £100,000 following thedemonstration, to the reasonable satisfaction of ReGen, of the efficacy of aformulation in the form of clinically significant benefit. This additionalconsideration will, if payable, be satisfied by the issue of Ordinary Shares ata price equal to the mid market closing price of Ordinary Shares on a day beingfour business days prior to the admission of such shares to trading on the AIMmarket of the London Stock Exchange (the "Milestone Consideration Shares"). ReGen will also, upon Completion, enter into royalty agreement with the sellersof the Sciencom shares that provides for the payment to them of a royalty equalto 5% of the net revenues received by ReGen from the sale or sub-licensing ofproducts made from the Application. Application will be made to admit the Initial Consideration Shares and, ifissued, the Milestone Consideration Shares to trading on the AIM market of theLondon Stock Exchange. Admission of the Initial Consideration Shares is expectedto take place on 14 February 2006. For more information, please contact: Andrew MarshallGreycoat CommunicationsTel: 020 7960 6007Mobile: 07785 297111 This information is provided by RNS The company news service from the London Stock Exchange