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Nutra Pharma Corporation Receives Licenses to Intellectual Property in Settlement with Bio Therapeutics Inc.


Business Editors/Health/Medical Writers

BEVERLY HILLS Beverly Hills, city (1990 pop. 31,971), Los Angeles co., S Calif., completely surrounded by the city of Los Angeles; inc. 1914. The largely residential city is home to many motion-picture and television personalities. , Calif.--(BUSINESS WIRE)--Oct. 6, 2003

Nutra Pharma Corp. (OTCBB OTCBB

See OTC Bulletin Board (OTCBB).
: NPHC NPHC National Pan Hellenic Council
NPHC North Phoenix Heart Center
):

-- Settlement provides Nutra Pharma with licenses to intellectual

property of Bio Therapeutics Inc., including four U.S. patents

and patents pending for the development of therapies for

Multiple Sclerosis, HIV HIV (Human Immunodeficiency Virus), either of two closely related retroviruses that invade T-helper lymphocytes and are responsible for AIDS. There are two types of HIV: HIV-1 and HIV-2. HIV-1 is responsible for the vast majority of AIDS in the United States.  and other diseases.

Nutra Pharma Corp. (OTCBB: NPHC) announced today that it has settled its lawsuit against Bio Therapeutics Inc. The settlement provides Nutra Pharma Corp. the unlimited licensing rights to critical intellectual property of Bio Therapeutics, including US Patent No. 5,989,857 Polypeptide polypeptide: see peptide.  Compositions and Methods, covering all proteins modified by the reduction of intermolecular Adj. 1. intermolecular - existing or acting between molecules; "intermolecular forces"; "intermolecular condensation"  disulfide bonds disulfide bond
n.
The covalent bond between sulfur atoms that binds two peptide chains or different parts of one peptide chain and is a structural determinant in many protein molecules.
 resulting in modified biological activity; Immunokine Composition and Method (patent-pending), which claims are centered around alpha-Immunokine derived from alpha-cobratoxin and focuses on the native protein anti-cholinergic agents that could be employed in diagnostics, prophylactics or therapeutics for HIV infection; Buccal buc·cal
adj.
1. Of, relating to, adjacent to, or in the direction of the cheek.

2. Of or relating to the mouth cavity.


buccal
 Delivery System (patent-pending), which claims include identifying the active mucosal enhancer, its combination with therapeutic agents and the mode of delivery through aerosol.

Nutra Pharma now has two primary technology platforms from which it intends to develop multiple products. The first, a patented method for altering the three dimensional structure of certain proteins and peptides that results in the preservation of receptor-binding characteristics. The binding of specialized signaling proteins and peptides to cell surface receptors is an important part in the pathogenesis and progression of many different diseases. By modifying peptides which do not activate the normal biochemical pathways necessary for disease progression, powerful therapeutic agents could restore normal function to diseased tissue or exert a beneficial immunomodulatory effect.

The second major technology platform is an innovative aerosolized Adj. 1. aerosolized - in the form of ultramicroscopic solid or liquid particles dispersed or suspended in air or gas
aerosolised

gaseous - existing as or having characteristics of a gas; "steam is water is the gaseous state"
 drug delivery system which greatly enhances the permeability of the mucous membranes Mucous membranes
The inner tissue that covers or lines body cavities or canals open to the outside, such as nose and mouth. These membranes secrete mucus and absorb water and salts.

Mentioned in: Leprosy, Pulmonary Fibrosis, Topical Anesthesia
 found in the mouth and throat, thus allowing for the easy and efficient systemic delivery into the bloodstream of a much wider variety of proteins and peptides without frequent and painful injections.

The settlement also provides for the license of a patented foam delivery system developed by Bio Therapeutics for use in the delivery of Nutra Pharma's wound healing wound healing Physiology The repair of a wound Steps Inflammation, repair and closure, remodeling, final healing; repair of incisions may be either simple–'clean' wounds with little loss of tissue heal by 'primary intention', or 'dirty' wounds heal by  treatment, and information relative to a wound healing treatment developed by Nutra Pharma and Bio Therapeutics, based on a patented delivery system; US Patent No. 5,512,278 Ointment ointment /oint·ment/ (oint´ment) a semisolid preparation for external application to the skin or mucous membranes, usually containing a medicinal substance.

oint·ment
n.
 Base Suitable for Pharmaceutical Preparations, which encompasses the formulation of a cream base with demonstrated ability to incorporate therapeutic proteins in a stable environment. The settlement acknowledges that the wound healing technology is the intellectual property of Nutra Pharma.

"Nutra Pharma is aggressively pursuing its strategy of identifying and acquiring intellectual property in the biotech and biopharma arena," said Rik Deitsch, Nutra Pharma's Chief Executive Officer. "The result of our litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute.

When a person begins a civil lawsuit, the person enters into a process called litigation.
 with Bio Therapeutics Inc. gives Nutra Pharma the technology and patent portfolio it desired, while saving Nutra Pharma shareholders dilution of 11,730,889 additional shares that would have been issued under the Bio Therapeutics Inc. acquisition agreement and 17 million more shares that would have been issued pursuant to our financial commitment with Bio Therapeutics," he added.

Nutra Pharma Corp. began its biotech acquisition strategy by effecting a 20-1 forward split of its common stock, from 2 million shares to 40 million shares in November, 2001. Its first acquisition of 100% of Nutra Pharma, Inc. was for the purpose of acquiring the worldwide rights to distribute a wound-healing product. This transaction involved the issuance of 4.5 million new shares and a capital expenditure of $1.75 million. This license was superseded by a joint venture agreement between the company and Terra Bio Pharma, for which the company was to own 50% of the use patents to the wound-healing product to be developed as well as the distribution. This agreement also involved a commitment by the company to pay fees in the amount of $1.74 million and a minimum $15,000 per month purchase obligation. By the end of 2002, both the original transaction and the license agreement were rescinded, and Nutra Pharma has since then successfully recovered 4.1 million of the 4.5 million shares invested. Nutra Pharma intends to take legal action to recover the remaining 400,000 shares.

Nutra Pharma went on to develop, with Bio Therapeutics, Inc., its own wound healing treatment, using a delivery system designed by Bio Therapeutics. In August 2002, the company closed the first phase of its acquisition agreement of 100% of the common stock of Bio Therapeutics, Inc., and issued 9,156,961 shares of Nutra Pharma common stock issued to Bio Therapeutics' shareholders in escrow escrow

Instrument, such as a deed, money, or property, that constitutes evidence of obligations between two or more parties and is held by a third party. It is delivered by the third party only upon fulfillment of some condition.
, out of a total of 11,730,889 shares to be issued for closing the acquisition. This transaction involved the expenditure of approximately $700,000 for operating expenses Operating expenses

The amount paid for asset maintenance or the cost of doing business, excluding depreciation. Earnings are distributed after operating expenses are deducted.
 of Bio Therapeutics, with a continuing commitment to finance its ongoing operations with a minimum capital infusion Capital infusion

Often refers to the cross-subsidization of divisions within a firm. When one division is not doing well, it might benefit from an infusion of new funds from the more successful divisions.
 of $1.5 million. In April 2003, Bio Therapeutics withdrew from the acquisition agreement due to Nutra Pharma's reluctance to further finance the transaction, and Nutra Pharma subsequently recovered and cancelled the 9,156,961 shares issued and brought the lawsuit to recover its expenses.

"The settlement of the Bio Therapeutics lawsuit marks the successful completion of Nutra Pharma's initial acquisition strategy. Nutra Pharma, Inc. and the joint venture with Terra Bio Pharma were transactions originally entered into to develop a wound-healing product. The transaction with Bio Therapeutics was entered into for the purpose of acquiring the MS and HIV treatment technology. With this settlement, Nutra Pharma has the full use of the intellectual property which was the purpose of its acquisitions," said Zirk Engelbrecht, Chairman. "The result of these transactions is that Nutra Pharma has a current balance of outstanding stock of 44,086,328, which the company believes will be reduced by an additional 2.3 million shares due to legal measures being taken by Nutra Pharma. The company has accomplished the goals it sought in the acquisitions, at a potential net cost to the company of only approximately 2 million shares, and has, at the same time, eliminated significant company debt and financial commitments totaling over $4 million," added Mr. Engelbrecht.

Nutra Pharma intends to integrate synergies in its intellectual property portfolio to monetize its product development pipeline. The pending Infectech acquisition will add 32 additional patents to Nutra Pharma's portfolio. Infectech's shareholders are expected to vote on the transaction at its shareholder meeting in October, which involves the issuance of up to approximately 6.2 million Nutra Pharma shares.

Infectech specializes in the development and production of diagnostic kits used in the rapid identification of disease-causing pathogens. Infectech's patented and proprietary biotechnology identifies some of the deadliest pathogens known to man, including those associated with Pseudomonas Pseudomonas

A genus of gram-negative, nonsporeforming, rod-shaped bacteria. Motile species possess polar flagella. They are strictly aerobic, but some members do respire anaerobically in the presence of nitrate.
, the major cause of death in intensive care and burn units, Mycobacterium avium intracellulare Mycobacterium avium intracellulare is an atypical mycobacterial infection which can occur in the later stages of AIDS. It can also affect women who do not have AIDS and usually first presents as a persistent cough.  (MAI MAI Mail (File Name Extension)
MAI Multilateral Agreement on Investment
MAI Maius (Latin: May)
MAI Ministerul Administratiei si Internelor (Romanian) 
), a bacterial infection most associated with AIDS patients, and Mycrobacterium tuberculosis, the bacteria responsible for the tuberculosis infection, termed the most deadly infection in the world.

This press release contains statements which may constitute ``forward-looking statements'' within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995. Those statements include statements regarding the intent, belief or current expectations of Nutra Pharma Corp. and members of its management as well as the assumptions on which such statements are based. Prospective investors are cautioned that any such forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. Important factors currently known to management that could cause actual results to differ materially from those in forward-statements include fluctuation of operating results, the ability to compete successfully and the ability to complete before-mentioned transactions. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results.
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