SOURCE: Biostem Technologies, Inc.

May 26, 2016 18:41 ET

BioStem Technologies, Inc. (OTC PINK: BSEM) Completes Capital Restructuring Initiatives

OAKLAND PARK, FL--(Marketwired - May 26, 2016) - BioStem Technologies, Inc. (OTC PINK: BSEM) -- the Company amended the Certificates of Designation for its Series A-1 Convertible Preferred Shares and its Series B-1 Convertible Preferred Shares.

The Certificate of Designation for the Series A-1 Convertible Preferred Shares was amended (i) to reduce the number of authorized Series A-1 Convertible Preferred Shares from 500,000 to 300; (ii) to provide that each Series A-1 Convertible Preferred Share will have 2 million votes on any matter submitted to the shareholders of the Company; (iii) to provide that each Series A-1 Convertible Preferred Share will convert into one share of common stock of the Company.

The Certificate of Designation for the Series B-1 Convertible Preferred Shares was amended to provide that each Series B-1 Convertible Preferred Share will convert into 6 shares of common stock of the Company.

The amendments were approved by the Board of Directors of the Company and by the holders of the Series A-1 Convertible Preferred Shares and the Series B-1 Convertible Preferred Shares, on May 19, 2016.

Prior to these new designations, the holders of the preferred stock held a non-dilutable 55% equity stake (Preferred A-1), and a non-dilutable 15% equity stake (Preferred B-1) which combined, represented a non-dilutable 70% stake in BioStem Technologies, whereas the percentage following the amendments to the designations is now 46.6% on a fully diluted basis. Based on our current organizational documents, with any new stock offering going forward, all of our common and preferred stock shareholders will be diluted pari passu, on a fair and equitable basis. We believe that increasing shareholder equity and eliminating the possibility of unequal dilution will be viewed more favorably by the investment community.

About BioStem Technologies, Inc. (OTC PINK: BSEM): BioStem Technologies (OTC PINK: BSEM) is in the business of regenerative medicine and antiaging strategies throughout the United States, Europe, and Mexico. The Company's mission is to conquer the effects of biological aging (and related acute disease), and its strategy is to discover, develop, produce, and deliver the most effective stem cell and wellness products in the world. The Company is comprised of a diverse group of scientists, physicians, and industry visionaries who are creating innovative products for helping customers live their best, feel their best, and be their best. The company operates four strategic business units -- BioStem Cell Therapy, BioStem Wellness, BioStem Pharmaceuticals, and BioStem International -- providing a diversified line of products and services that include: clinical stem cell therapy, stem cell R&D, state-of-the-art laboratory services, pharmaceuticals, nutraceuticals, cosmeceuticals, API Repackaging, and medical tourism.

Forward-Looking Statements Except for statements of historical fact, the matters discussed in this press release are forward looking and made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. "Forward-looking statements" describe future expectations, plans, results, or strategies and are generally preceded by words such as "future," "plan" or "planned," "expects," believe" or "projected." These forward-looking statements reflect numerous assumptions and involve a variety of risks and uncertainties, many of which are beyond the company's control that may cause actual results to differ materially from stated expectations. These risk factors include, among others, limited operating history, difficulty in developing, exploiting and protecting proprietary technologies, intense competition and additional risks factors as discussed in reports filed by the company with OTC Markets.

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