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PRESS RELEASE

 

BurnsAdler Advises SJ Strategic Investments LLC in Private Placement of Over 4 Million Common Shares of Stellar International, Inc.

Charlotte, North Carolina, Bristol, Tennessee and London, Ontario, Canada – (February 20, 2004) – SJ Strategic Investments LLC (“SJ”) announced today the purchase of over 4 million shares of Stellar International, Inc. (Stellar).  BurnsAdler served as an advisor to SJ for the investment in Stellar, a Canadian pharmaceutical developer and marketer of high quality, cost-effective products for select health care markets.  As a result of this transaction, Stellar has agreed to issue 4,088,794 common shares to SJ for U.S.$ 0.74 per common share, which represents 19.9% of the issued and outstanding Stellar common shares, on a non-diluted basis (including the Stellar common shares issued in the private placement).  The aggregate proceeds of the private placement are U.S. $3,025,708.  The Stellar common shares issued in the private placement are subject to a four-month hold period.

SJ is owned and managed by the founder and former Chairman and CEO of King Pharmaceuticals, John Gregory.  Peter Riehl, Stellar International Inc. President and CEO stated, “We are especially pleased that SJ Strategic Investments has invested in our company.  Their knowledge of the world-wide pharmaceutical market will be extremely helpful.  The funds received will allow us to aggressively pursue our strategic goals as we expand our business activities in Canada and abroad.”

Mr. Gregory added, "I am very pleased to renew our association with the management team at BurnsAdler as they played an instrumental role in sourcing and developing this transaction.  We look forward to more opportunities to work with them to expand our investment opportunities and generate additional international business within our portfolio."

In connection with the completion of the offering, SJ also obtained a right to subscribe for additional Stellar common shares in the future from time to time in order to maintain its percentage equity ownership interest in Stellar, subject to adjustment in certain circumstances, and subject to regulatory approval.  SJ has also been granted the right by Stellar to participate as a selling shareholder in future offerings of common shares.  In addition, Peter Riehl, Samuel Hahn (each of whom are directors of Stellar) and each of their spouses have entered into agreements with SJ pursuant to which they have granted rights of first refusal to SJ in respect of the sale of securities in Stellar owned by them.

The Stellar common shares were acquired by SJ for investment purposes only, and not with the purpose of influencing control or direction over Stellar.  SJ may acquire further Stellar common shares, or dispose of its holdings of Stellar common shares, as investment conditions warrant.  The Stellar common shares purchased by SJ in the private placement are all of the securities of Stellar that SJ owns, or exercises control or direction over.

BurnsAdler is a specialty pharmaceutical company that in-licenses and promotes products in Europe, South America, Latin America, Canada and the Caribbean.  The company also works with select U.S. and foreign corporations on product commercialization in the United States.  BurnsAdler’s portfolio currently includes products in the following fields: cardiovascular, orthopedic, anti-epileptic and hospital.

Stellar International has developed and is marketing three products in Canada based on its core polysaccharide technology: NeoVisc®, for the treatment of osteoarthritis, Uracyst®-S and the Uracyst® Test Kit, Stellar's patented technology for the diagnosis and treatment of Interstitial Cystitis (IC), an inflammatory disease of the urinary bladder wall. Stellar also has in-licensing agreements for Skelite(™) a proprietary synthetic bone-grafting product and NMP22® BladderChek(™), a proteomics-based diagnostic test for the diagnosis and monitoring of bladder cancer which are expected to positively impact sales in 2004.

This press release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Readers are cautioned not to place undue reliance on these forward-looking statements. Actual results may differ materially from those indicated by these forward-looking statements as a result of risks and uncertainties impacting the Company's business including increased competition; the ability of the Company to expand its operations, to attract and retain qualified professionals, technological obsolescence; general economic conditions; and other risks detailed time to time in the Company's filings.

For additional information about this news release contact Molly Whitehurst at +1.704.770.0994 Ext. 224.  Find additional information about BurnsAdler at www.burnsadler.com.




BurnsAdler provides cost effective international product distribution and promotion for select emerging pharmaceutical companies.

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