CAMBRIDGE, Mass., Sept. 27 /PRNewswire-FirstCall/ -- Genzyme
Corporation (Nasdaq: GENZ) confirmed today that it will not change its
purchase price for Bioenvision (Nasdaq: BIVN) at $5.60 in cash per
outstanding common share as set forth in the merger agreement between the
two companies. Genzyme already owns approximately 22 percent of the
outstanding shares of Bioenvision common stock on an as-converted basis,
including 100 percent of its preferred stock that carry a unique set of
rights and privileges.
"$5.60 per share is our best and final offer," stated Mark J. Enyedy,
president of Genzyme Oncology, a business unit of Genzyme Corporation. "It
reflects the full and fair value for Bioenvision common stock based on our
extensive due diligence on the company, and our detailed understanding of
the risks associated with, and investment required for, the further
development of clofarabine. We now all know that clofarabine will not be
approved in adult AML in the European Union until 2008, at the earliest."
Genzyme added that the merger agreement represents the culmination of a
thorough auction process undertaken by the Bioenvision Board of Directors,
during which more than 20 companies were contacted regarding a potential
sale of the company. No other offer was made prior to or following the
announcement of the merger agreement with Genzyme.
Genzyme also noted several of the risks associated with Bioenvision
remaining an independent public company have been made public through
company disclosures in recent weeks, including the need to finance more
than $100 million in operating losses through 2011. In addition, since the
merger agreement was signed in May, capital market conditions have
deteriorated and Bioenvision has become subject to several potentially
costly lawsuits.
Genzyme today sent a letter to the Board of Directors of Bioenvision
confirming its position on price and the factors supporting this position.
Genzyme included that letter as an exhibit to an amendment to the Schedule
13D it has filed with the Securities and Exchange Commission in connection
with its ownership of Bioenvision capital stock.
The merger agreement received unanimous support from the Bioenvision
board of directors. Earlier this month, the company mailed a proxy
statement to its shareholders detailing the rationale for the merger and
other material disclosures. A special meeting of Bioenvision's shareholders
to vote on the merger with Genzyme is scheduled for next Thursday, October
4. Should Genzyme not garner the majority support from shareholders for
this merger, it is committed to playing an active and constructive role as
a significant long- term shareholder of Bioenvision.
About Genzyme
One of the world's leading biotechnology companies, Genzyme is
dedicated to making a major positive impact on the lives of people with
serious diseases. Since 1981, the company has grown from a small start-up
to a diversified enterprise with more than 9,500 employees in locations
spanning the globe and 2006 revenues of $3.2 billion. In 2007, Genzyme was
chosen to receive the National Medal of Technology, the highest honor
awarded by the President of the United States for technological innovation.
In 2006 and 2007, Genzyme was selected by FORTUNE as one of the "100 Best
Companies to Work for" in the United States.
With many established products and services helping patients in nearly
90 countries, Genzyme is a leader in the effort to develop and apply the
most advanced technologies in the life sciences. The company's products and
services are focused on rare inherited disorders, kidney disease,
orthopaedics, cancer, transplant, and diagnostic testing. Genzyme's
commitment to innovation continues today with a substantial development
program focused on these fields, as well as immune disease, infectious
disease, and other areas of unmet medical need.
Genzyme(R) is a registered trademark of Genzyme Corporation. All rights
reserved.
Genzyme's press releases and other company information are available at
http://www.genzyme.com and by calling Genzyme's investor information line at
1-800-905-4369 within the United States, or 1-678-999-4572 outside the
United States.
Investors Media
Catherine Forte Maria Cantor
(617) 768-6881 (617) 768-6690
SOURCE Genzyme Corporation
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Related links:
http://www.genzyme.com
http://www.prnewswire.com/comp/113803.html/
CONTACT:
Investors, Catherine Forte, +1-617-768-6881,
or Media, Maria Cantor, +1-617-768-6690, both of Genzyme
Corporation
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