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E MERGING G ROWTH R ESEARCH , LLP

BioElectronics Corp. (BIEL.PK)


Update Report
 We rarely make recommendations on Pink Sheet companies – BioElectronics is one of the
Rating: BUY exceptions. The Company has recently become profitable and has announced revenues will
BIEL.PK continue to grow throughout the rest of 2008 and into 2009. This is an undiscovered
company with what we believe to be a revolutionary medical product.
$0.04
 Actipatch™, the product marketed by Bioelectronics Corp. (BIEL), changes the face of
medicine and healing. Through the use of this product, bruises that would normally take
three weeks to heal often would heal in a week; ankle sprains usually respond positively
with reduced pain and swelling in only a single day; plastic surgery incisions and bruising
Joseph Noel that would normally take weeks to heal without the use of Actipatch typically heal in less
jnoel@emerginggrow.com
than a week when the product is used. These claims are supported by solid science,
multiple trials and strong endorsements from leading surgeons and physicians.
Emerging Growth Research
San Francisco, California  Regulatory Clearance - The Company has received FDA clearance for one surgical
procedure and is now able to sell the product within the United States through physician
925.922-2560
referral. The company, however, has received blanket approval in the European Union,
Canada, and dozens of other countries. These international approvals have allowed the
product to be placed in stores for over-the-counter purchase outside the United States,
which is resulting in strong growth.

 Distribution - Sales in Europe and Asia are growing quickly and are easily outpacing the
US. Sales in Italy and South Korea have recently been very strong and the company's
products are being rolled out to other European Union countries as well. During 2007 the
company signed a significant number of distributors and currently has over 20 domestic
distribution partners. The company's distribution partners have recently set up several
websites to market the product to the general public, which is yielding additional revenue
Analyst Certification
growth.
I, Joseph Noel, hereby
certify (1) that the views  Ongoing Medical Trials Are Expected to Yield Positive Results - The Company currently
expressed in this research has several ongoing trials targeted at receiving additional FDA indications. The company
company report accurately has recently announced that one of the leading plastic surgeons in North America will be
reflect my personal views heading studies in post-surgical care for breast augmentation and cesarean section.
about any or all of the
Additionally, this renowned surgeon will be heading studies in care of planter fasciitis,
subject securities or issues
which affects tens of millions of people around the world, and ankle sprains, which is one
reflected in this company
report, and (2) no part of my of the most common reasons for emergency room visits.
compensation was, is, or
will be directly or indirectly
Market Data
related to specific
recommendations or views
expressed in this company Market Cap (MM) $4.7
report. Shares Outstanding (MM) 117
Float (MM) 80
Dividend Yield n/a
52-Week Range $0.02-$0.12

Please see important disclosures, including analyst certification


June 4, 2008
PROCERA NETWORKS, INC.

BIOELECTRONICS, CORP. (BIEL.PK)


Summary We believe the best way to perform due diligence on
Typically, our research recommendations are only on a company is to actually purchase and use the
B larger companies. BioElectronics Corp. (BIEL) is one company’s product, which is what we did in this
of the exceptions because it is a company that is clearly case. For the treatment of many soft tissue injuries,
I on the move and will likely be traded on one of the such as a sore back, a bad knee, a stiff neck, plantar
exchanges very shortly. Over the past few months the fasciitis, a bad bruise, etc., we believe this is virtually
O company has started to see significant revenue growth a miracle product and one we believe will see wide
driven by increased acceptance of its FDA-cleared Class distribution resulting in strong revenues and profits
E III medical devices. In the past 60 days, the company for the company. But then again, we realize these are
strong claims, so we invite you to do your own
has announced significant international distribution;
L several clinical studies with a world-renowned surgeon homework.
aimed at additional FDA indications and has recently
About BioElectronics Corp.
E achieved profitability. The price of the shares, however,
has only moved minimally and therefore we BioElectronics Corp. (BIEL) manufacturers an FDA
cleared device for treating pain and aiding the healing
C enthusiastically recommend purchase. We believe
aggressive small-cap investors will likely be able to of soft tissues injuries. Quite literally, the product
realize a 4X or greater return over the coming quarters. often cuts the healing time of cuts, bruises and soft
T tissue injuries often times by more than half and has
Background on our been used by plastic surgeons for years. The efficacy
R Recommendation of the technology on which the product is based is
We are very excited about this company. We well documented in numerous scientific studies.
O stumbled upon this company after meeting a
The Company spent 2007 reorganizing, redesigning
prominent plastic surgeon who had a strange looking
N patch taped to his hand. When we asked the surgeon
many of its products, improving distribution and
receiving government approvals – US FDA, Health
what it was he said it is a product called ActiPatch.
I The surgeon explained that he suffers from sore hands
Canada, European Union, and others are now
completed. The Company is entering mid-2008 with
after performing hours of surgery and that he places
significant new products, extensive new distribution,
C the ActiPatch product at the site of the soreness in
an upcoming Canada-wide drug store launch and has
order to speed healing and alleviate pain. He also recently signed an aggressive Internet partner for
S indicated he uses the product to treat edema (swelling)
online sales. BioElectronics is poised for strong
and pain and to speed healing in his patients after
revenue growth during the year, in our opinion.
surgeries. We were very intrigued by this because this
was not some random person on the street, but a highly Technology Overview
C educated, successful and well-respected surgeon. This Over the past 100 years medical researchers have
encounter encouraged us to perform additional made significant progress in treating and curing many
O research on this technology and on the company. diseases and afflictions. Conditions that only 50
What we found as astonished us. years ago resulted in high rates of mortality can today
R First, we want to state upfront that some of our
be cured by taking a simple pill. These and other
medical advances have improved the quality of life
comments may seem to be rather aggressive.
P Completing you own homework on this company is
for almost every human being on earth. Even though
medical researchers have made great progress in
incredibly easy as there is a wealth of information on
many areas there are still two major areas of
the web about the technology and the company and
medicine where researchers have not been able to
numerous testimonials from leading surgeons,
make meaningful strides toward effective treatments.
physicians and leading sport trainer who recommend
These areas are soft tissue healing and pain
the product. There is a lot of information at two websites
management.
www.actipatchonline.com and www.bioelectronicscorp.com.

Emerging Growth Research, LLP June 2008 i


PROCERA NETWORKS, INC.

As incredible as it sounds the treatment of soft tissue injuries The Product - ActiPatch™
has advanced very little over the past few millenniums. BioElectronics Corp. is the maker of the unique
When we get a cut, a bad bruise or a sprain we typically inexpensive, drug-free, anti-inflammatory patch
clean the wound, wrap it in some type of bandage to stop the designed to reduce pain and swelling (edema) and
bleeding and to prevent infection and then immobilize the accelerate healing. The product, called ActiPatch™,
injured part of the body. We then endure the pain and wait sells for approximately $40.00 and provides
while the body slowly recovers and heels. This process has treatment for about 30 days. It is FDA cleared. The
been standard operating procedure that has changed little in product is based on the same proven and highly
over a thousand years. effective office-based pulsed electromagnetic therapy
used for decades by physicians, therapists and
In the relatively recent past, the medical community figured
athletic trainers worldwide. The inventors of
out that the oral administration of certain chemical
ActiPatch have used state-of-the-art microelectronics
compounds, known as non-steroidal anti-inflammatory drugs
circuitry to shrink the technology into an expensive,
(NSAIDs), such as aspirin and ibuprofen for example, would
small, wafer thin, lightweight wearable patch that is
reduce the inflammation and pain. More recently, a new
worn next to the skin to effectively reduce swelling
class of NSAIDs, called COX-2 inhibitors, was introduced.
(edema) and significantly speed the healing process.
While aspirin and ibuprofen are mildly effective on some
The product as no known side effects.
types of pain there are certainly issues with both short-term
and long-term usage. The COX-2 inhibitors, such as The process by which ActiPatch works is complex
Celebrex® and Vioxx®, while initially billed as virtual and beyond the scope of this report, but put simply,
miracle cures, have now been proven to increase the chance the very small amount of electromagnetic energy
of heart attack and as a result, their use has been greatly produced by the patch breaks the cycle of
curtailed. For serious injury and pain there are a variety of inflammation caused by soft tissue injury allowing
opiate derived drugs that are very effective in treating pain, the body to speed up its own natural healing process.
but cause serious side effects including possible addiction. Acute sprains usually respond within hours of initial
Simply put, for those suffering from pain there are a few therapy and the healing time from cuts and bruises is
acceptable options. significantly reduced. Nagging aches and pains, such
as lower back stiffness or a sore foot are often
Why BioElectronics Corp.? eliminated in just a few days.
The questions for investors relative to these subjects are
simple. What if there was a drug-free method to speed the The research on the effectiveness of the technology
healing of soft tissue injuries and to reduce the associated on which this product is based is overwhelming and
pain? What if the US government's Food and Drug supported by multiple scientific studies.
Administration (FDA) and other health care related BioElectronics’ product has received FDA market
government agencies around the world cleared the clearance for the treatment of edema following
technology for use? What would the company that blepharplasty, has been approved by Health Canada
possesses this technology be worth? Finally, and most for relief of pain from all musculoskeletal complaints
importantly, what is the name of this company? and is widely available over-the-counter in
pharmacies across Canada. Additionally, the
We believe the answers to these questions are simple. Yes, European Union has granted the product its coveted
there is a drug-free, technology that speeds healing of soft CE Mark certification with the product widely
tissue injuries and significantly reduces pain. It is called available over the counter. Within the United States,
pulsed electromagnetic energy. Yes, the FDA has recently the product must be prescribed by a physician, but
cleared one company’s version of this technology. The this is likely to change over the coming year as
name of the company is BioElectronics Corp., which trades additional clinical studies are completed.
under the stock symbol BIEL. Finally, what are this
technology and this company worth? We believe both are For the past few years, BioElectronics Corp. has been
worth a lot. Read a little further and we will explain what working to bring its product to market and spent most
we are talking about. of 2007 revising its product and establishing its
distribution channels. The company now has more
than 70 domestic independent sales agents, over 20

Emerging Growth Research, LLP June 2008 ii


PROCERA NETWORKS, INC.

international distributors, on going medical trials, and an


impressive portfolio of intellectual property and significant
endorsements from leading physicians, plastic surgeons,
athletic trainers and hundreds of satisfied users of the
product. Many of these endorsements can be seen on the
web at www.actipatchonline.com.

What has Changed at the Company


The company’s President and CEO recently issued a
shareholder letter outlining the positive developments that
occurred in 2007 and how the organization is positioned for
strong growth in 2008. The company has recently
announced profitability. Over the past year, the company
has restructured its management team, introduced many new
retail oriented products, made improvements to the plastic
and general surgery product lines, transferred nearly all of its
manufacturing operations offshore, which will likely allow
for 75% gross margins, and has launched its products in
large markets such as Italy, Mexico, United Kingdom, South
Korea, the Netherlands, among others. We believe the
market for the company's products is huge. It is estimated
that the market for therapeutic agents for the treatment of
and the pain associated with soft tissue injuries is valued in
excess of $10 Billion worldwide.

We Believe These Shares are a Buy


We see strong continued growth and expanding profitability
during 2008 and into 2009 for this company. With fewer
than 120 million outstanding shares, the market
capitalization of this emerging leader in an untapped
multibillion-dollar market is currently well less than $5
million. We believe this market valuation will rise
significantly as the market realizes this company is moving
from developmental stage into revenue and earnings
production stage. Stay tuned to this story, as it appears the
company has a significant string of upcoming events that we
believe will impress the small-cap investment community.
As we indicated above, if you do your homework on this
company, we believe you too will be excited about the
strong potential of this business.

Emerging Growth Research, LLP June 2008 iii


PROCERA NETWORKS, INC.

Analyst and Other Important Disclosures

Analyst Certification - I, Joseph Noel, hereby certify (1) that the views expressed in this research company report accurately
reflect my personal views about any or all of the subject securities or issuers referred to in this company report and (2) no part
of my compensation was, is, or will be directly or indirectly related to the specific recommendations or views expressed in this
company report.

Analyst:

Joseph Noel is a 28-year veteran of the telecommunications and investment industries. Joe was recently a senior analyst at
Pacific Growth Equities, LLC, where he tracked the communications equipment/services and advanced industrial sectors.
Prior to Pacific Growth, he covered both the telecommunications equipment and services industries at Hambrecht & Quist and
was employed by Gartner/Dataquest as a communications industry analyst. Before becoming an analyst, Mr. Noel received
solid industry experience at a number of telecommunications carriers, including MCI, where he was responsible for the frame
relay product-marketing launch; and British Telecom, where he was involved in strategic planning for the company’s Internet
access service. He was also employed by various Bell Operating Companies in both marketing and technical roles for nearly
ten years. Mr. Noel received his MBA in finance from Wake Forest University, and holds a BS in business and economics. A
four-time Wall Street Journal All-Star Analyst, Joe specializes in emerging growth companies in the communications, Internet
and advanced industrial equipment sectors.

The coverage analyst uses a relative rating system in which stocks are rated as; BUY, SELL, or HOLD.

Stock Ratings:

BUY - the stock is expected to outperform the unweighted expected total return of the sector over a 12-month investment
horizon.

SELL - the stock is expected to underperform the unweighted expected total return of the sector over a-12 month time horizon

HOLD - the stock is expected to perform in line with the unweighted expected total return of the sector over a 12-month
investment horizon.

Information, opinions, or recommendations contained in this research report are submitted solely for informational purposes. The information used in statements of fact made has been obtained from sources

considered reliable, but we neither guarantee nor represent their completeness or accuracy. Such information and the opinions expressed are subject to change without notice. This research report is not intended

as an offering or a solicitation of any offer to buy or sell the securities mentioned or discussed. The firm, its principles, or the assigned analyst may or may not own or trade shares, options, or warrants of this

covered company. Emerging Growth Research, LLP, has not received, and will not receive, monetary compensation for the production of this report, but does have a positive in the stock. The views expressed

in this research company report accurately reflect the analyst’s personal views about any or all of the subject securities or issuers referred to in this company report, and no part of the analyst’s or the firm’s

compensation was, or will be directly or indirectly related to the specific recommendation or views expressed in this report. Opinions expressed herein reflect the opinion of Emerging Growth Research, LLP

and are subject to change without notice. We claim no responsibility to update the information contained in this report. Investors should consider the suitability of any particular investment based on their ability

to accept certain levels of risk, and should not rely solely on this report for information pertaining to the company covered. The material in this document is intended for general circulation only and the

recommendations contained herein do not take into account the specific objectives, financial situation, or particular needs of any particular person. An investor should consult his investment representative

regarding the suitability of this investment and take into account any specific investment objectives, financial situation, or particular needs before he or she makes a commitment to purchase the shares of this or

any other company's stock. No part of this document may be reproduced in any manner without the written permission of Emerging Growth Research, LLP.

Emerging Growth Research, LLP June 2008 iv

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