April 1, 2013
(OTC: PROT), a biotechnology company focused on developing therapeutics based upon the use of human cells and their derivatives, today announced that it has settled investor litigation upon the following terms and conditions:
1) The Company will pay to the Investors, a group of ten funds,
, the first
in cash due and payable today, with the remaining
to be paid through the issuance of common stock. That stock will total 300,000 shares and will be released in 50,000 shares traunches commencing today and equal traunches will be released every five trading days until the 300,000 share total is released. All shares issued pursuant to this Agreement will be free trading.
2) If the liquidation of the above mentioned shares does not equal
, then the Company may either execute a sixty day note for the balance, or issue additional shares until the
sum has been reached.
3) If the above mentioned shares are not delivered in a timely fashion then the Investors shall be entitled to 125% of the assumed value of the shares as liquidated damages.
4) 441 shares of Series E Preferred Stock held by the Investors will be converted into 358,537 free trading common stock at the conversion price of
5) An additional 1,540 shares of free trading stock will be issued to one investor to rectify a prior issuance error.
6) A swap of 151,647 free trading shares will be made with four investors holding restricted shares.
7) The Company shall issue new Series A and Series B Warrants to the investors. The only changes to these warrants are the exercise price and term. All of these warrants shall have a five year term and are exercisable at
, respectively. Upon issuance of these new warrants, the old Series A and Series B Warrants are null and void.
8) The existing Series C Warrants become null and void.