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Reign Resources Corporation and Sigyn Therapeutics Announce Definitive Merger Agreement

SmallCaps Daily August 26, 2020

326 6 minutes read

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The Combined Company will
Operate as Sigyn Therapeutics and Focus on the Treatment of Life-Threatening
Inflammatory Conditions that are Precipitated by Cytokine Storm Syndrome

– Treatment Opportunities
for the Company’s Lead Therapeutic Candidate (Sigyn Therapy™) Include, but are
not Limited to Sepsis, the #1 Cause of Hospital Deaths and Virus-Induced
Cytokine Storm, a Leading Cause of SARS-CoV-2 (COVID-19) deaths.

– Sigyn’s co-founders have
50+ years of medical technology experience and played instrumental roles in the
development of three technologies that the United States Food and Drug
Administration (FDA) has permitted for use to treat COVID-19 infected
individuals.

– A Deep Pipeline of
Pre-Clinical, Clinical and Regulatory Milestones Planned Over the Next 12-18
Months

LOS ANGELES, California and SAN DIEGO, California – (NewMediaWire) – August 26, 2020 – Reign
Resources Corporation (“Reign”) (OTC: RGNPD) and Sigyn Therapeutics, Inc.
(“Sigyn”), a privately held medical technology company focused on the treatment
of life-threatening inflammatory conditions, today announced that the companies
have entered into a definitive merger agreement pursuant to which Reign will acquire
all of the outstanding capital stock of Sigyn in exchange for shares of Reign
common stock representing approximately 75 percent of Reign’s outstanding
common stock. Upon completion of the merger transaction, Reign will be renamed
Sigyn Therapeutics, Inc. and will be led by Sigyn co-founder Jim Joyce, who
will serve as Chairman and CEO of the combined company. Additional
announcements regarding the combined company’s management structure, Board of
Directors and Science Advisory Board will be forthcoming.

Upon completion of the merger,
Sigyn Therapeutics will be focused on addressing a significant unmet need in
global health; the treatment of life-threatening inflammatory conditions that
are precipitated by Cytokine Storm Syndrome (“The Cytokine Storm” or “CSS”) and
not addressed with an approved therapy. The annual market opportunity for a
therapeutic strategy to prevent or mitigate CSS has been reported to exceed $20
billion.

Sigyn Therapy™ is a
development-stage blood purification technology designed to overcome the
limitations of previous drugs and devices to treat life-threatening
inflammatory conditions, including sepsis, which is the #1 cause of hospital
deaths. The mechanism of Sigyn Therapy allows for a broad-spectrum of
inflammatory targets to be depleted from the bloodstream. Among the
targets are inflammatory cytokines, cytokine aggregates, endotoxin and
CytoVesicles that transport cytokines and other inflammatory cargos.

Beyond sepsis, Cytokine Storm
related therapeutic opportunities include, but are not limited to virus induced
Cytokine Storm (a leading cause of COVID-19 deaths), bacteria induced Cytokine
Storm, acute respiratory distress syndrome (ARDS) and acute forms of liver
failure, including hepatic encephalopathy. Sigyn Therapy may also be a
candidate to stabilize or extend the life of patients waiting for the
identification of a matched liver for transplantation. In such a
scenario, Sigyn Therapy™ would serve as a bridge-to-liver transplant. Cytokine
Storm Syndrome can also result from trauma, severe burns, acute pancreatitis,
adverse drug reactions, cancer immunotherapies, cancer cachexia, acute kidney
injury (AKI) and severe pneumonia.

Other Corporate Highlights

–
Sigyn’s co-founders have 50+ years of experience in the medical technology
field and played instrumental roles in the development of three technologies
that have been cleared by the FDA to treat COVID-19 infected individuals.

–
Jim Joyce, the Chairman and CEO of Sigyn Therapeutics, has two decades of
public company CEO and Board leadership experience. Specific to
therapeutic blood purification, Mr. Joyce was the founder, Chairman and CEO of
Aethlon Medical, a company that he navigated from a single shareholder start-up
to Nasdaq-traded Company with 8000+ shareholders.

–
Sigyn Therapy aligns with U.S. government initiatives to support broad-spectrum
treatment countermeasures that mitigate life-threatening conditions resulting
from pandemic outbreaks such as COVID-19.

–
A deep pipeline of pre-clinical, clinical and regulatory milestones are planned
over the next 12-18 months.

About the Merger

Pursuant to the merger
agreement, Reign will acquire all of the outstanding capital stock of Sigyn in
exchange for the issuance of newly issued shares of Reign common stock upon
closing, subject to the satisfaction of various closing conditions. Upon
completion of the merger, the former equity holders of Sigyn Therapeutics will
own approximately 75 percent of Reign’s common stock, calculated on a fully
diluted basis. The transaction has been unanimously approved by the board of
directors of both companies. Upon completion of the merger, the resulting
entity will be known as Sigyn Therapeutics and will be headquartered in San
Diego, California.

About Reign Resources
Corporation

Reign Resources Corp. is a Los
Angeles-based, gold exploration company with a specific focus on the Bendigo
& Ballarat regions in Victoria, Australia.

About Sigyn Therapeutics

Sigyn Therapeutics is a
development-stage therapeutic technology company headquartered in San Diego,
California USA. Our focus is directed toward a significant unmet need in global
health; the treatment of life-threatening inflammatory conditions that are
precipitated by Cytokine Storm Syndrome and not addressed with an approved
therapy. Our mission is to save lives.

Sigyn Therapy™ is a patent
pending blood purification technology designed to mitigate cytokine storm
syndrome through the broad-spectrum depletion of inflammatory targets from the
bloodstream. Cytokine storm syndrome is the hallmark of sepsis, which is the
most common cause of in-hospital deaths and claims more lives each year than
all forms of cancer combined. Virus induced cytokine storm (VICS) is
associated with high mortality and is a leading cause of SARS-CoV-2 (COVID-19)
deaths. Other therapeutic opportunities include, but are not limited to
bacteria induced cytokine storm (BICS), acute respiratory distress syndrome
(ARDS) and acute forms of liver failure, such as hepatic encephalopathy.

To learn more, visit www.SigynTherapeutics.com or www.SigynTherapy.com

Cautionary Note Regarding
Forward-Looking Statements

This press release contains forward-looking
statements of Reign Resources Corporation. (“Reign”) that involve substantial
risks and uncertainties. All statements contained in this press release are
forward-looking statements within the meaning of The Private Securities
Litigation Reform Act of 1995. The words “could,” “will,” “plan,” “intend,”
“anticipate,” “approximate,” “expect,” “potential,” or the negative of these
terms or other similar expressions are intended to identify forward-looking
statements, although not all forward-looking statements contain these
identifying words. These forward-looking statements include, among others,
statements about Reign’s future financial performance, the impact of management
changes, any proposed organizational restructuring, results of operations,
capital resources to fund operations; statements about Reign’s expectations
regarding the capitalization, resources and ownership structure of the combined
company; statements about the potential benefits of the transaction; the
expected completion and timing of the transaction and other information
relating to the transaction; and any other statements other than statements of
historical fact. Actual results or events could differ materially from the
plans, intentions and expectations disclosed in the forward-looking statements
that Reign makes due to a number of important factors, including (i) the risk
that the transaction may not be completed in a timely manner or at all, which
may adversely affect Reign’s business and the price of the common stock of Reign,
(ii) the failure to satisfy of the conditions to the consummation of the
transaction, (iii) the occurrence of any event, change or other circumstance
that could give rise to the termination of the merger agreement, (iv) risks
related to the ability to realize the anticipated benefits of the transaction,
including the risk that the businesses will not be integrated successfully, (v)
the effect of the announcement or pendency of the transaction on Reign’s
business relationships, operating results and business generally, (vi) risks
that the proposed transaction disrupts current plans and operations, (vii)
risks related to the combined entity’s ability to uplist to a national
securities exchange, (viii) risks related to the combined entity’s access to existing
capital and fundraising prospects to fund its ongoing operations, (ix) risks
related to diverting management’s attention from Reign’s ongoing business
operations, (x) other business effects, including the effects of industry,
market, economic, political or regulatory conditions, future exchange and
interest rates, and changes in tax and other laws, regulations, rates and
policies, and (xi) the outcome of any legal proceedings that may be instituted
against Reign related to the merger agreement or the transaction. Further risks
that could cause actual results to differ materially from those matters
expressed in or implied by such forward-looking statements are discussed in
“Risk Factors” and elsewhere in Reign’s Quarterly Report on Form 10-Q for the
quarter ended June 30, 2020 and other reports filed with the SEC. The
forward-looking statements in this press release represent Reign’s views as of
the date of this press release. Reign anticipates that subsequent events and
developments will cause its views to change. However, while it may elect to
update these forward-looking statements at some point in the future, it
specifically disclaims any obligation to do so. You should, therefore, not rely
on these forward-looking statements as representing Reign’s views as of any
date subsequent to the date of this press release.