Nutra Pharma signs Agreement to Acquire Portage Biomed Business Wire
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Nutra Pharma signs Agreement to Acquire Portage Biomed

Business Wire - November 9, 2004


BOYNTON BEACH, Fla. -- Nutra Pharma Corp., (OTCBB: NPHC) a biotechnology holding company that owns rights to intellectual property related to the development of drugs for HIV and Multiple Sclerosis has signed an Agreement to acquire 100% of Portage BioMed, LLC. The acquisition will be made through a restricted stock transaction and ongoing funding of the company.

Portage BioMed is a private company with research facilities located in Kent, Ohio. The company is developing novel and proprietary drug delivery systems to be used with various pharmaceutical therapies in the treatment of diseases. The agreement calls for Portage Biomed to reach pre-determined milestones in their research in order to qualify for the stock issuances. If they achieve all of their goals, Nutra Pharma will issue 3.2 million shares of Nutra Pharma common stock over an eighteen month period. Additionally, Nutra Pharma has agreed to fund the ongoing business of Portage Biomed until such a time as they achieve self-sufficiency through the creation of revenues.

"Nutra Pharma is both a holding company and an incubator in the field of Biotechnology," said Rik J Deitsch, Nutra Pharma's Chief Executive Officer. "We have been looking forward to working with Portage Biomed in completing the development and distribution of their exciting technology. We believe the potential exists for Portage BioMed's research to have a significant impact on the manner and effectiveness of the treatment of many debilitating diseases, including cancer. The funding and management provided by Nutra Pharma may allow for licensing of their technology within the first two years," he added. Mr. Deitsch has already been named to the Board of Directors of Portage Biomed per the agreement.

According to the terms of the Agreement, Portage BioMed will become a wholly owned subsidiary of Nutra Pharma. The company's management team will consist of its current owners who will continue to run the everyday operation of the Company and be responsible for the execution of the business plan.

"With the financial and technical resources provided by this union, we are now in a much better position to execute our business plan," commented, James M. Spear Portage Biomed's Chief Executive Officer. "We believe our work has the potential to significantly improve the way illnesses are addressed. Nutra Pharma shares in our goal to bring this technology to fruition as soon as possible," he added. Mr. Spear received his MBA from Kent State University and has been an executive in the health care industry for over twenty years.

Nutra Pharma expects the acquisition to be completed before the end of the year.

About Nutra Pharma Corp.

Nutra Pharma Corporation is a biotechnology holding company and incubator. The Company's minority-owned subsidiary, ReceptoPharm, Inc, is developing technologies for the development of drugs for HIV and Multiple Sclerosis ("MS"). The Company's other holding Infectech, Inc., is engaged in the research and development of diagnostic test kits designed to be used for the rapid identification of infectious diseases such as Tuberculosis (TB) and Mycobacterium avium-intracellulare (MAI). Nutra Pharma continues to identify and acquire intellectual property and companies in the biotechnology arena.

http://www.nutrapharma.com

About Portage Biomed, LLC.

Portage BioMed is a biotechnology research company developing novel and proprietary drug delivery systems to be used with various drug therapies in the treatment of diseases. Their primary research is in creating innovative systems for the safer and more efficient distribution of existing chemotherapeutic agents in the treatment of cancer.

Safe Harbor under the Private Securities Litigation Reform Act of 1995: The statements which are not historical facts contained in this press release are forward-looking statements that involve certain risks and uncertainties including but not limited to risks associated with the uncertainty of future financial results, regulatory approval processes, the impact of competitive products or pricing, technological changes, the effect of economic conditions and other uncertainties as may be detailed in the Company's filings with the Securities and Exchange Commission. Nothing in this press release shall be construed as an offer to buy or sell any securities herein.

CONTACT: Equitilink LLC

Andrew Arms, 877-788-1940

IR@nutrapharma.com

SOURCE: Nutra Pharma Corp.


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