RegeneRx Receives Final Payment from Convertible Debt Financing

5/28/19

RegeneRx Biopharmaceuticals, Inc. (OTCQB: RGRX), a clinical-stage drug development company focused on tissue protection, repair and regeneration, today announced that it has completed the second closing and issuance of convertible promissory notes and received the final $650,000 from its convertible debt financing in February. The second closing occurred upon enrollment of the first patient in the phase 3 dry eye trial (ARISE-3). The proceeds will be used to fund planned operations while ARISE-3 and two other U.S. clinical trials are being conducted by its licensees, GtreeBNT and ReGenTree, LLC.

The 5-year unregistered convertible notes carry a 5% simple interest rate that accrues during the term. The aggregate proceeds received from the note placement was $1,300,000 and the notes are convertible into 10,833,333 of RGRX common stock at $0.12 per share. As part of the transaction, the note holders received an aggregate of 8,125,000 warrants to purchase RGRX common stock at a price of $0.18 per share. The notes were issued to affiliates, strategic partners, management and board of directors. There were no brokerage fees associated with this transaction.

"Our debt financing, along with the receipt of approximately $240,000 from the recent exercise of warrants, provides RegeneRx with essential funding while three important clinical trials are being conducted over the next twelve months, and provide operating capital though the second quarter of 2020," stated J.J. Finkelstein, president and chief executive officer of RegeneRx. "As previously stated, we strongly believe in the potential of our drug candidates, which address large, rapidly growing markets and small orphan markets where better products are desperately needed."

The securities offered in the private placement have not been registered under the Securities Act, or any state securities law. Unless the shares, warrants and shares underlying the warrants are registered, they may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy such common stock or warrants.

About RegeneRx Biopharmaceuticals, Inc. (www.regenerx.com)

RegeneRx is focused on the development of novel therapeutic peptides, including Thymosin beta 4 (T?4) and its constituent fragments, for tissue and organ protection, repair and regeneration. RegeneRx currently has three drug candidates in clinical development for ophthalmic, cardiac and dermal indications, three active strategic licensing agreements in the U.S., China, and Pan Asia (Korea, Japan, and Australia, among others), and has patents and patent applications covering its products in many countries throughout the world.

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