ECLIC, INC.
FOR IMMEDIATE RELEASE
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For press and other inquiries contact:
Michael Strage:
(212) 874-6608
ECLIC, INC. TO ACQUIRE
ANGIOGENEX, INC.
- - eClic Shareholders Gain Equity Participation in AngioGenex, Inc. a private
company with innovative technology related to diagnosing cancer, potential
therapies for the treatment of cancer and treatment of other non-cancerous
diseases.
LAS VEGAS, NV. - JANUARY 5, 2005 -- ECLIC, INC. announced that it has executed
an agreement to acquire all of the issued and outstanding shares of AngioGenex,
Inc. a private biomedical company based in New York. ECLIC acquired AngioGenex
shares through a merger in which ECLIC issued 10,987,000 shares of its
unregistered common stock to the shareholders of AngioGenex. eClic will change
its name to "AngioGenex, Inc." and will apply for trading on the OTC Bulletin
Board. The current stockholders of eClic will own approximately 12% of the
outstanding common stock. On a fully diluted basis, the eClic shareholders
will own approximately 6% of the outstanding common stock, assuming all of the
warrants are exercised and the convertible notes payable by AngioGenex are
converted to common stock.
AngioGenex, Inc. is a development stage biotechnology company engaged in 1) the
discovery, acquisition and development of orally active anti-cancer drugs that
act by modulating the action of Id proteins, 2) the measurement of Id proteins
in tumors and blood to create products for the diagnosis and prognosis of
cancer, and 3) generating proof of concept data in relevant preclinical models
to establish that modulation of Id proteins is useful to treat non-oncologic
diseases in which a surplus or deficit in the growth of blood vessels is an
important part of the underlying pathology. The Company owns, or holds
worldwide exclusive licenses to the patent rights and intellectual property
that constitute the Id platform technology including: the Id knockout mouse and
compounds and products for the diagnosis and treatment of cancer and other
diseases through the detection or inhibition of the activity of the Id genes or
proteins. The Company's plan is to continue: 1) the development of its core
platform technology through further validation of the Id genes and proteins as
therapeutic targets, and 2) the design and development of drugs that control
blood vessel formation through modulation of Id genes and proteins.
The Company's technology is based primarily on the research work of Dr. Robert
Benezra and his colleagues at Memorial Sloan Kettering Cancer Center, in New
York City who discovered the Id (inhibitor of differentiation) genes and
corresponding Id proteins and established their role in the formation of new
blood vessels (angiogenesis) that are required for tumor growth and metastasis.
The Id proteins are expressed when tumors are present while in normal adult
tissues they are either absent or found in very low concentrations. Dr. Benezra
demonstrated in animals that in the absence of the Id proteins there is a
significant inhibition of tumor growth and metastasis. These findings suggest
that drugs that inhibit the Id proteins or block Id protein expression could be
safe and effective anti-cancer agents and led to proprietary technology that
has been licensed exclusively to AngioGenex by MSKCC.
Richard Salvador, Ph.D. and William Garland, Ph.D. bring extensive drug
development experience as senior executives at Hoffmann La Roche Inc. to their
roles as President and Chief Executive Officer, and Chief Operating Officer,
respectively, of the Company. Dr. Benezra is head of the AngioGenex Scientific
Advisory Board (SAB) that consists of a group of experts in angiogenesis and
related scientific fields. George Gould, an intellectual property attorney and
former Vice President of Licensing & Corporate Development of Hoffmann La
Roche, is the Company's Vice President and General Counsel.
Commenting on the merger, Evagelina Esparza Barrza, President of eClic, said,
"The merger is expected to provide the combined companies with a public market
to assist in future capital raising and the ability to more effectively
compensate AngioGenex' future employees with stock or stock options. Also,
making the transition from a private company to a public company may be of
assistance with regards a proposed private placement financing to support a
major portion of AngioGenex' research and development expenses and working
capital needs over the next twelve months."
AngioGenex' Technologies
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THE SCIENCE OF CANCER. Cancer is a genetic disease resulting in deregulated
cell growth. Tumor suppressor genes and oncogenes inhibit or stimulate cell
growth or proliferation and are normally in balance. Mutations in either or
both of these gene classes can lead to cancer. Over the past 20 years, much
research has focused on inhibiting the growth of tumor cells by either altering
the activity of oncogenes or tumor suppressors so that normal growth properties
are restored. This approach has met with limited success for several reasons.
Tumor cells can acquire mutations rapidly and drugs designed to kill the tumor
cell or alter protein activity are often countered with further mutations
leading to drug resistance. In addition, many of the oncogenes and tumor
suppressors have normal counterparts that are required for normal cell
functions so that inhibiting their activity often causes serious side effects
and toxicities. Finally, the mechanisms of action of some oncogenes and tumor
suppressors are poorly understood limiting the development of more specific
drug therapies. For these reasons, alternate approaches to the management and
cure for cancer have been actively pursued.
THE ANTI-ANGIOGENIC APPROACH. One anticancer approach that has received much
attention in recent years is targeting of the blood supply of the tumor. If
tumors are prevented from recruiting new blood vessels for nutrients (through a
process called angiogenesis) they cannot grow beyond a very small size and
cannot spread (metastasize) to other parts of the body, rendering them
essentially harmless to the patient. This approach is attractive because unlike
tumor cells, the cells that form blood vessels do not acquire mutations at any
appreciable rate and, therefore, acquired drug resistance is less likely. In
addition, the Company believes that the growth of blood vessels around tumors
is a separate process from normal angiogenesis in adults making it possible to
develop non-toxic drug regimens for treating cancer. Normal angiogenesis occurs
in adults primarily in wound healing and reproductive functions. Finally, the
molecular steps that result in angiogenesis are becoming better understood,
thereby providing new targets for anti-angiogenic drug design. Among these, the
Id proteins have been demonstrated to play a key role in tumor angiogenesis
(see Figure below). The Company is pursuing strategies to inactivate either the
Id genes or Id proteins to inhibit the growth and metastasis of tumors.
Figure showing that the loss of Id genes prevents blood vessel formation in
implanted matrigel plugs. Wild type (left panel) or Id knockout (right panel)
mice were inoculated with a matrigel plug containing VEGF (a powerful
angiogenesis promoting factor). The plug was removed after 10 days, sectioned,
stained with H&E and the stained section observed at magnifications of 100x and
400x Extensive blood vessel formation into the matrigel plug is observed in the
wild type animals. No blood vessel formation is observed in the animals lacking
the Id1 and Id3 genes.
[Photo]
A NOVEL STRATEGY FOR CANCER THERAPY. The Id genes act in early fetal
development to promote the growth of cells and blood vessels but are turned off
prior to birth and are usually inactive in adult life. Id is reactivated in
many tumor cells in the early stages of the disease, and importantly it is also
expressed in the blood vessels that infiltrate tumors. Through genetic
manipulations in mice it has been shown that partial loss of Id function leads
to a profound resistance to the growth and metastasis of tumors. This
resistance can be attributed to the failure of the animals to develop an intact
vasculature (network of blood vessels) within the tumor mass resulting in
significant cancer cell death. Importantly, animals with reduced Id levels show
no other obvious physiological abnormalities. Thus, the Id proteins become
attractive drug targets for the following reasons:
o The Id proteins have been shown to be a key component for tumor
angiogenesis.
o The Id proteins are fetal specific and only re-expressed during tumor
vascularization but not in normal adult vasculature (with the exception
of wound healing and reproductive functions) making it possible to design
drugs that are not expected to cause side-effects
o Only partial reduction in Id activity causes a significant inhibition
of tumor angiogenesis.
o The mechanism of Id action is well-defined thus allowing high-
throughput screening and rational design of drug candidates.
o Inactivation of Id before or after tumor formation is effective in
preventing or limiting tumor growth, respectively, in animal models that
the Company believes are reasonably predictive of human activity.
o Compounds of a known chemical class have been identified that bind
and inhibit the Id protein in a biochemical and a cell culture screen.
The Company is actively studying their activity for the design of more
potent and efficient Id protein inhibitors.
APPLICATIONS OF THE TECHNOLOGY. There are multiple therapeutic and
prognostic/diagnostic applications of the Company's Id technology platform.
o Id-Based Oncology Therapeutics. The discovery and development of one or
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more anti-cancer drugs is the primary corporate goal of AngioGenex. There is
considerable evidence to demonstrate the effects of several Id proteins
(Id1, Id2, Id3) on different aspects of cellular growth. The participation
of Id proteins in advanced human malignancy has been supported by the
discovery that they exert pivotal contributions to essential cellular
alterations that collectively cause malignant growth. The Id proteins
support the formation of blood vessels into tumors that results in growth
and metastasis. These proteins comprise a particularly compelling target for
drug discovery because they are either absent or present in very low
concentration in normal adult tissues. They are essential only for wound
healing and reproductive functions in adults. As a result, inhibition of Id
proteins would be limited to the tumor and would not be expected to affect
normal cellular functions and cause toxicity like other anti-angiogenic
drugs. Dr. Benezra has shown that mice that are deficient in one or more
copies of the Id proteins (Id1 and/or Id3) are unable to support the growth
and metastasis of tumors caused by the injection of several different cell
types. Negative effects of Id deletion on preformed tumors have also been
demonstrated. The evidence for the lack of growth of tumors in Id deficiency
has been extended by using genetically modified mice that harbor either
activated oncogenes or mutated tumor suppressor genes that are commonly
found in human cancers including breast and prostate. The inhibition of
tumor growth in these animals is especially important since they are the
most challenging models available and are not often used by others to
identify anti-cancer drugs. These are compelling models because these
animals are immune competent and the tumors develop spontaneously rather
than grow from tumor cells that are injected into the mouse.
o Id-based Products for Diagnosis/Prognosis of Cancer. The Company, in
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collaboration with BioCheck, Inc. is investigating the Id technology for its
potential for the diagnosis and prognosis of various types of cancers.
Clinical data acquired from the Albert Einstein School of Medicine shows
that the presence or absence of Id2 is highly prognostic for the outcome of
neuroblastoma in children. Measurement of Id2 as a prognostic for
neuroblastoma will be useful in deciding the type of therapeutic
intervention employed to treat this devastating childhood cancer. The
neuroblastoma prognostic, expected to reach the market in 2006, will be the
first of several diagnostic/prognostic products based on Id technology. The
development of a serum test for breast cancer using a standard ELISA format
is the second diagnostic product that is under development. Pilot
measurements of serum Id proteins from patients with breast cancer suggest
the possibility of developing a test that will allow early detection and the
ability to monitor the progress of the disease during and after therapy. The
ability to detect the presence of breast cancer at a very early stage allows
early intervention and a much better opportunity to treat this disease
successfully. The test would also provide early detection of reemergence of
the disease following therapy and signal the need to re-institute treatment.
Recent reports in the scientific literature suggest that Id measurements
could also be useful in the prognosis of melanoma and cervical cancer. As
testing for Id proteins progresses in breast cancer patients, it is likely
that other tumors will eventually be made part of the Company's efforts in
the diagnostic/prognostic area.
o Id-Related Ocular Therapeutics. There are other important diseases
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besides cancer in which the abnormal growth of blood vessels contributes to
the underlying pathology. These include ARMD (age related macular
degeneration) and diabetic retinopathy where growth of blood vessels has
been implicated in the loss of vision and blindness. These are major
diseases for which the existing treatments are unsatisfactory. Medical
experts in these diseases believe, and there is some experimental evidence
to suggest, that blocking the increase in blood vessels would be
therapeutic. The Company has obtained promising results in very young mice
subjected to high oxygen concentrations, a procedure that causes growth of
blood vessels in the eye and is used routinely to screen for agents to treat
ARMD. The absence of Id genes and proteins prevented the growth of blood
vessels into the eye in this animal model. An antisense molecule that is
known to block blood vessel formation in one in vivo model will be tested in
this eye model and, if active, additional investigations will be initiated
to identify a chemically related compound with more desirable properties
that could be considered for development as a therapeutic for ARMD. It is
possible to administer an antisense molecule by intravitreal injection for
therapeutic purposes. This is acceptable medical practice because of the
need to find a treatment that prevents loss of vision and blindness. siRNA
(small interfering RNA) type molecules, that would have similar application,
will also be tested in this model. During the third quarter of 2004, a
second model of ARMD that employs argon laser injury to induce ocular
neovascularization will be used to investigate further the role of the Id
genes and proteins in ocular angiogenesis. The argon laser model is the
most predictive of a beneficial action of a drug or procedure for the
treatment of ARMD. All research in the ocular area is currently being
conducted for the Company by Glenn Stoller MD, the principal investigator
and a practicing ophthalmologist and Patricia D'Amore PhD (Schepens Eye
Institute, Harvard), an expert in angiogenesis in the eye. Both are members
of the Scientific Advisory Board of the Company.
Modulation of Id Proteins to Treat Other Non-Oncologic Diseases.
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The manipulation of the Id genes and proteins offers multiple therapeutic
opportunities that will be explored through proof-of-concept studies with the
goal of partnering drugs for use in non-oncologic indications with large
pharmaceutical companies. The goal is to develop convincing evidence of the
therapeutic potential of modulating the Id proteins by conducting proof of
principle preclinical studies. This would include diseases such as severe
arthritis and endometriosis where growth of blood vessels is part of the
underlying pathology. It is not known at this time whether the pathology
observed in these diseases involves the action of the Id proteins but there are
animal models that can be used to test this hypothesis. The goal is to identify
those diseases that are most likely to respond to anti-angiogenic therapy by
testing in the appropriate animal models whether blood vessel formation can be
blocked and whether doing so causes a reduction in the severity of the disease
that occurs in these animals. Since the animal models closely mimic the human
course of the disease, the Company's proprietary Id knockout (KO) and Id
KO/SCID mice will provide a convenient way to evaluate the role of Id proteins.
If such a relationship is shown, anti-Id molecules identified in the cancer and
ocular therapeutic programs will be evaluated for their ability to replicate
the therapeutic effect obtained in the presence of the Id proteins for these
other indications.
The Company believes that therapies based on its proprietary Id-platform
technology may also be useful to treat medical conditions in which it is
important to increase blood vessel formation at a particular site in the body
as in ischemic cardiovascular disease or wound healing, large markets that are
not served well by current treatments. These indications would include
myocardial infarction and peripheral vascular disease. During the course of
screening for anti-Id drugs, it is possible that molecules that stimulate the
formation of blood vessels will be identified. A commercial relationship would
be sought with companies interested in drugs with pro-angiogenic properties.
AngioGenex, Inc. has worldwide rights to patents issued or pending covering a
portfolio of technologies, including The Company has license agreements with
MSKCC and the AECOM granting worldwide exclusive license to the following
pending patent applications. They include the use of the Id genes and proteins
as therapeutic targets, the Id knockout mouse and the use of Id measurements to
develop a diagnostic and/or prognostic test for use in cancer.
o "Methods For Modulating Tumor Growth And Metastasis of Tumor
Cells," United States and PCT applications filed on March 8, 2000
o "Inhibitor of Differentiation Knockout Mammals and Methods of Use
Thereof," United States and PCT applications filed on March 8, 2000
o "Methods for diagnosing and treating pediatric neoplasms," United
States and PCT application filed on December 19, 2001
THIS PRESS RELEASE MAY CONTAIN FORWARD-LOOKING STATEMENT, THAT INVOLVE RISKS
AND UNCERTAINTIES THAT COULD CAUSE ACTUAL EVENTS OR RESULTS TO DIFFER
MATERIALLY FROM THE EVENTS OR RESULTS DESCRIBED IN THE FORWARD-LOOKING
STATEMENTS, INCLUDING RISKS OR UNCERTAINTIES RELATED TO THE ABILITY OF
ANGIOGENEX TO RAISE SUBSEQUENT SUBSTANTIAL ADDITIONAL FINANCING TO COMPLETE
CLINICAL DEVELOPMENT OF ANGIOGENEX' PRODUCTS, AND THE COMPANY'S ABILITY TO
SUCCESSFULLY DEVELOP AND MARKET ANGIOGENEX' PRODUCTS AND TECHNOLOGIES. THESE
STATEMENTS REPRESENT THE JUDGMENT OF ECLIC'S MANAGEMENT AS OF THIS DATE AND ARE
SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD MATERIALLY AFFECT THE COMPANY AND
THE RECENT ACQUISITION OF ANGIOGENEX, INC. BY ECLIC, INC. NEITHER, ECLIC NOR
ANGIOGENEX UNDERTAKES ANY OBLIGATION TO PUBLICLY RELEASE THE RESULT OF ANY
REVISIONS TO SUCH FORWARD-LOOKING STATEMENTS THAT MAY BE MADE TO REFLECT EVENTS
OR CIRCUMSTANCES AFTER THE DATE HEREOF OR TO REFLECT THE OCCURRENCE OF
UNANTICIPATED EVENTS.
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