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Euthymics Bioscience, Inc. and DOV Pharmaceutical Announce Merger Agreement


7/1/2010 7:09:04 AM

BOSTONJuly 1 /PRNewswire/ -- Euthymics Bioscience, Inc., a privately held Delaware corporation (Euthymics), and DOV Pharmaceutical, Inc. (DOV), a Delaware corporation currently traded on the Pink Sheets (Pink Sheets: DOVP), today jointly announced that they have signed a merger agreement in connection with the pending merger and acquisition of DOV by Euthymics. DOV also announced that a special meeting of its stockholders to consider a proposal to approve the merger agreement between DOV and Euthymics has been scheduled for Monday, July 19, 2010, at 10:00 a.m., local time at the offices of Phillips Murrah, P.C., 101 N. Robinson 13th Floor, Oklahoma City, Oklahoma and proxy statements have been distributed to its stockholders. DOV's stockholders of record as of the close of business on Friday, June 18, 2010 will be entitled to vote at the special meeting. The acquisition price for DOV is for up to $2.0 million in cash, payable in two installments, representing a total of approximately $0.015 per share of DOV common stock. If the transaction is consummated, it is anticipated that DOV will be renamed Euthymics Bioscience, Inc.

Completion of the acquisition is subject to the satisfaction of several conditions, including, without limitation, compliance with applicable laws, approval by DOV shareholders, and other conditions.

About DOV Pharmaceutical, Inc.

DOV is a biopharmaceutical company historically focused on the development of novel product candidates for disorders of the central nervous system. DOV has previously funded drug development and discovery programs that are now at the preclinical, Phase I and Phase II clinical stages focused on monoamine reuptake inhibitors.

About Euthymics Bioscience, Inc.

Euthymics Bioscience, Inc. is a neuroscience-focused clinical-stage company developing next generation treatments for depression, ADHD and other CNS disorders.

Safe Harbor Statements under the Private Securities Litigation Reform Act of 1995: The material contained in this press release may include statements that are not historical facts and are considered "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect DOV's current views about future events, financial performances, and project development. These "forward-looking" statements are identified by the use of terms and phrases such as "will," "believe," "expect," "plan," "anticipate," and similar expressions identifying forward-looking statements. Investors should not rely on forward-looking statements because they are subject to a variety of risks, uncertainties, and other factors that could cause actual results to differ materially from DOV's expectation. These factors are elaborated upon and other factors were disclosed from time to time in DOV's past filings with the Securities and Exchange Commission. DOV is not current in such filings, as it no longer is registered under the U.S. Securities Exchange Act of 1934, as amended. DOV expressly does not undertake any duty to update forward-looking statements.

Contacts:

Euthymics Bioscience, Inc.

Anthony A. McKinney

President & CEO

215-630-7651


DOV Pharmaceutical, Inc.

Barbara Duncan

732-907-3600



SOURCE Euthymics Bioscience, Inc.



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