I. COMPLETED MERGERS AND ACQUISITIONS

Company
Acquired*
(Country; Symbol)

Acquired By
Or Merged With*
(Country; Symbol)

Date Announced

Date Completed

Value (M)**

Terms/Details


Aclara
BioSciences
Inc.
(ACLA)

ViroLogic Inc. (VLGC)

6/1/04

12/10/04

$141

ViroLogic issued 1.7 shares for each Aclara share; the merged company keeps the ViroLogic name and symbol; Aclara stockholders own about 48% of the merged company; they also got 1.7 contigent value rights per share held that are worth up to $0.88 per CVR, depending on the stock price in 18 months

Advaxis Inc.*

Great Expectations and Associates Inc. (OTC BB:GXPT)

11/12/04

11/12/04

ND

Details on the deal were not disclosed, but the combined company intends to continue development of Advaxis' technology

Aesgen Inc.*

MGI Pharma Inc. (MOGN)

9/1/04

9/28/04

$32

MGI paid $32M in cash for Aesgen, which also could earn another $58M: $33M upon FDA approval of Safori, and $25M if sales exceed $50M two years after launch; it also could get a 5% royalty on sales

Akesis
Pharmaceuticals
Inc.*

Liberty Mint Ltd. (OTC BB:LBML)

9/28/04

12/8/04

$60.4

Akesis was issued 10.5M shares in the deal, giving it 70% of the merged company

AltaRex
Medical Corp.

ViRexx Medical Corp. (Canada;
VSE:VIR)

10/15/04

12/13/04

C$28.4 (US$23)

Each AltaRex share was exchanged for half a ViRexx share, which valued each AltaRex (Canada; TSE:ALT) share at C$0.54, a 74% premium to the 30- day average before the deal; Antoine Noujaim was founder and CEO of both companies

Ardent
Pharmaceuticals
Inc.*

Enhance Biotech Inc. (OTC BB:EBOI)

8/12/04

12/20/04

ND

Enhance stockholders own 55% of the merged company and Ardent stockholders own 45%; Ardent will operate as a wholly owned subsidiary

Atrix
Laboratories
Inc.
(ATRX)

QLT Inc. (Canada; QLTI)

6/14/04

11/19/04

$855

Atrix shareholders got one QLT share and $14.61 in cash for each share held, giving them 23% of the merged company, which kept the QLT name

Biorex
Research &
Development
RT*
(Hungary)

CytRx Corp. (CYTR)

10/5/04

10/5/04

$3

CytRx paid $3M in cash and agreed to make milestone payments based on regulatory filings and approvals for small molecules Biorex was developing

Biosyn Inc.*

Cellegy
Pharmaceuticals
Inc.
(CLGY)

10/8/04

10/22/04

$14.3

Cellegy issued 2.25M shares in the deal and assumed $3.15M in Biosyn debt; Biosyn could earn another $15M upon launch of its Savvy vaginal gel product

Cadherin
Biomedical
Inc.
(Canada)

Adherex Technologies Inc. (AMEX:ADH)

7/28/04

12/3/04

$1.3

Adherex issued about 3.2M shares to acquire Cadherin, a deal that ended litigation between the companies

CCP Worldwide
Inc.

Dyadic
International
Inc.
(OTC BB:DYAD)

10/30/04

11/5/04

ND

Dyadic acquired CCP in a reverse merger, enabling Dyadic to become a public company that is focused only on its business

Biosepra
business of
Ciphergen
Biosystems
Inc.
(CIPH)

Pall Corp. (NYSE:PLL)

10/28/04

11/30/04

$32

Pall acquired Ciphergen's BioSepra process chromatography business; Ciphergen retained certain limited rights to the technology

Combio A/S*
(Denmark)

Arpida Ltd.* (Switzerland)

10/15/04

10/15/04

ND

Terms of the all-share deal were not disclosed; Arpida is gaining chemistry technologies in the deal

Cytovax
Biotechnologies
Inc.
(Canada;

Millenium Biologix Inc.* (Canada)

9/22/04

12/3/04

ND

Privately held Millenium now owns 80% of the merged company, which kept the Millenium name; its symbol on the Toronto TSE:CXB) Stock Exchange changed to “MBC"

DNA Research
Innovations
Ltd.*
(UK)

Invitrogen Corp. (IVGN)

10/28/04

10/28/04

$35

Invitrogen paid $35M in cash and may pay up to $30M more if certain milestones are met; the company develops products for purifying DNA and other nucleic acids

Elfar SA*
(Spain)

ProStrakan Group Ltd. (UK)

12/1/04

12/1/04

ND

Elfar sells a range of products in the urology and gynecology therapeutic areas; terms of the all-cash deal were not disclosed

Epoch
Biosciences
Inc.
(EBIO)

Nanogen Inc. (NGEN)

9/7/04

12/17/04

$97

Epoch shareholders received 0.4673 shares of Nanogen for each share held; the combined company has about 50M shares outstanding

Etiologics
Ltd.*
(UK)

Argenta Discovery Ltd.* (UK)

10/4/04

10/4/04

ND

The two privately held English companies merged; the combined company is named Argenta Discovery

Fairfax Identity
Labs
(division of
Genetics & IVF
Institute Inc.)

Commonwealth Biotechnologies Inc. (CBTE)

11/19/04

12/20/04

$1.1

Commonwealth is paying $1.1M in cash over three years to acquire Fairfax Identity, which primarily focuses on DNA paternity testing

Genolife SA*
(France)

Cambrex Corp. (NYSE:CBM)

10/20/04

10/20/04

$6

Cambrex's Cambrex France SARL subsidiary paid cash to acquire Genolife, which focuses on microbial detection testing

ILEX Oncology
Inc.
(ILXO)

Genzyme Corp.
(GENZ)

2/26/04

12/21/04

$1B

ILEX shareholders received 0.4682 of a share of Genzyme stock for each share held; Genzyme will continue to maintain operations in San Antonio and retained most ILEX employees

ImmunoToko
BV*
(the Netherlands)

Henogen SA* (Belgium)

12/13/04

12/13/04

ND

ImmunoToko, which was spun off of the University Medical Center St. Radboud, is developing an immunotoxin combination product for transplantation indications

IntelliChem
Inc.*

Symyx Technologies
Inc.
(SMMX)

11/15/04

11/30/04

$29.1

Symyx paid $29.1M in cash and assumed unvested options in the acquisition

Intrac Inc.
(OTC BB:ITRD)

Innovative
Drug Delivery
Systems Inc.*

12/7/04

12/7/04

ND

IDDS acquired Intrac through a reverse merger; IDDS owns 71.5% of the combined company following the deal and a concurrent $18M private placement

Inveresk
Research Group
Inc.
(IRGI)

Charles River Laboratories International Inc. (NYSE:CRL)

7/1/04

10/20/04

$1.5B

CRL issued 0.48 shares and $15.15 in cash for each Inveresk share, or $38.53 per share based on the Oct. 19 closing price; CRL owns 72% of the merged contract research organization

Wound management
business of IsoTis
OrthoBiologics SA
(Switzerland; SWX:ISON)

DFB Pharmaceuticals Inc. (parent company of Healthpoint Ltd.)

12/20/04

12/20/04

ND

The companies previously were working together on the skin-wound product Allox, IsoTis' lead program in the area; IsoTis had placed its wound-management activities in a vehicle named EpiSource SA

Laxdale Ltd.*
(UK)

Amarin Corp. plc (UK; AMRN)

7/12/04

10/12/04

$3.8

Amarin issued 3.5M ADRs in the deal; Laxdale also would get $14M for each approval in the U.S. and Europe of Miraxion in Huntington's disease, and $9.3M for each of the first two other products approved using its technology; Amarin previously had licensed U.S. rights to Miraxion

Medallion
Crest Management
Inc.

CepTor Corp. (OTC BB:CEPO)

12/13/04

12/13/04

ND

CepTor acquired Medallion through a reverse merger and is the surviving company; CepTor was spun off from Xechem International Inc., which retains a minority equity stake

Meridica Ltd.*
(UK)

Pfizer Inc. (NYSE:PFE)

9/22/04

11/12/04

$125

Pfizer purchased the 90% of Meridica it didn't already own from PA Consulting Group; Meridica has dry powder inhaler technology

Molecular
Staging Inc.*

Qiagen NV (the Netherlands; QGENF)

9/27/04

9/27/04

$28.5

Qiagen paid cash to acquire the key assets of the company with amplification technology; another $6.75M could be paid in the deal

Opexa
Pharmaceuticals
Inc.*

PharmaFrontiers Corp. (OTC BB:PFTR)

10/8/04

11/8/04

$23.8

Opexa recevied 2.5M shares in the deal and owns about 25% of the merged company; Opexa is the surviving corporation

Penn T Ltd.*
(UK)

Celgene Corp. (CELG)

10/21/04

10/21/04

$110

Celgene paid about $110M to a consortium of private investors for Penn T, its manufacturer for Thalomid

ProQuest
Pharmaceuticals
Inc.*

Guilford Pharmaceuticals Inc. (GLFD)

12/2/04

12/23/04

$6.7

Guilford issued about 1.33M shares in the deal, giving it full ownership of the Phase III sedative Aquavan, which the companies had been developing together

SciTegic Inc.*

Accelrys Inc.
(ACCL)

9/14/04

9/28/04

$19

Accelrys paid $12.9M in cash and 1.04M shares to acquire SciTegic, which provides software solutions for life science applications; another 334,324 shares could be paid over two years depending on the retention of two key SciTegic employees

Silicon
Genetics Inc.*

Agilent Technologies Inc. (NYSE:A)

8/23/04

11/1/04

ND

Terms of the deal were not disclosed; Silicon Genetics provides software solutions for life science discovery

Skinetics
Biosciences
Inc.*

Sirna Therapeutics Inc. (RNAI)

12/8/04

12/8/04

ND

As part of a move into dermatoloy, Sirna issued stock to acquire Skinetics, which is developing siRNAs for permanent hair removal

TKT Europe 5S
AB
(Sweden)

Transkaryotic Therapies Inc. (TKTX)

10/20/04

10/20/04

$61

TKT acquired the 20% of the European subsidiary it did not already own

Upstate Group
Inc.*

Serologicals Corp. (SERO)

9/7/04

10/14/04

$205

Serologicals paid $102.5M in cash and issued about 4.3M shares in the acquisition; Upstate has various drug research and discovery technologies

X-Ceptor
Therapeutics
Inc.*

Exelixis Inc. (EXEL)

9/28/04

10/19/04

$23.8

Exelixis issued about 2.5M shares and paid $2.9M in cash to acquire X-Ceptor, which focuses on compounds that modulate nuclear hormone receptors

II. PENDING MERGERS AND ACQUISITIONS

Company
To Be Acquired*
(Country; Symbol)

Acquiring Company* (Country; Symbol)

Date Announced

Expected Completion

Value (M)**

Terms/Details


Aventis
Pharmaceuticals
Puerto Rico

Inyx Inc.
(OTC BB:IYXI)

10/7/04

1Q:05

ND

The production center in Puerto Rico is a unit of the Sanofi-Aventis Group; terms of the deal were not disclosed

Bio Asia*
(China)

Invitrogen Corp. (IVGN)

12/8/04

ND

$8

Invitrogen will pay up to $8M in cash for Bio Asia, which provides products to the Chinese research community

Biofrontera
AG*
(Germany)

DNAPrint genomics Inc. (OTC BB:DNAP)

9/28/04

ND

$25

DNAPrint agreed to invest $25M in Biofront- era over two years in exchange for a 51.77% stake in the company

Corgenix
Medical Corp.
(OTC BB:CONX)

Genesis Bioventures Inc. (AMEX:GBI)

8/5/03

1Q:05

$8

Genesis plans to merge with Corgenix, issuing 14M shares in exchange for 100% of Corgenix's outstanding shares in a deal valued at about $8M; the companies said in March 2004 they signed a definitive agreement after meeting a financing condition

Dragon
Pharmaceutical
Inc.
(Canada;
TSE:DDD)

Oriental Wave Holding Ltd.* (China)

3/24/04

1Q:05

ND

Companies entered definitive merger agreement under which Dragon would own about 31.65% of the combined company; Oriental Wave, incorporated in the British Virgin Islands, is the sole shareholder of a China-based pharmaceutical company

IGI Inc.
(AMEX:IG)

Senetek plc (SNTK)

10/27/04

ND

ND

The companies signed a letter of intent on an all-share deal that would leave Senetek with 60% ownership of the merged company

Igeneon AG*
(Austria)

Aphton Corp. (APHT)

12/15/04

1H:05

$81

Igeneon stockholders would receive 21.5M Aphton shares in the deal; the value is based on Aphton's Dec. 14 closing price

Allergy business
of ImmvaRx
Inc.*

Healthcare Technologies
Inc.
(Israel; HCTL)

6/29/04

ND

ND

ImmvaRx would be issued 350,000 Healthcare shares, a warrant to buy 1M shares at $1 to $1.25 per share, and a 30-month warrant to be issued 14.65M shares with a nominal exercise price; ImmvaRx then could buy all of Healthcare, and Gamida for Life then could purchase all of Healthcare's subsidiaries for $7.2M

Lynx
Therapeutics
Inc.
(LYNX)

Solexa Ltd.*
(UK)

8/13/04

1Q:05

$56.3

They entered a nonbinding letter of intent on a merger under which Solexa would be the majority shareholder; Solexa is providing a $2.5M loan to help Lynx sustain operations during the merger talks; the companies jointly purchased cluster technology assets from Manteia SA in March 2004; they entered a definitive agreement Sept. 28 calling on Lynx to issue 29.5M shares in the deal

Molecular
Engine
Laboratories
(France)

Cerep SA (France; Nouveau Marche:CERF)

5/25/04

1Q:05

€4.2 (US$5.2)

Cerep would issue 400,000 shares in the deal, which would represent 3.35% of the merged company, or pay between €3.6M and €4.8M in cash; Cerep also would pay royalties of 5% or 8% to MEL shareholders on the first diagnostic and therapeutic products approved or licensed

Neurofit*
(France)

Bionomics Ltd. (Australia; ASX:BNO)

12/16/04

1Q:05

€1.25 (US$1.7)

Bionomics plans to pay €1M in cash and and €0.25M in stock to acquire Neurofit, which conducts contract research and preclinical testing

O.E.M.
Concepts Inc.*

Meridian Bioscience Inc. (VIVO)

11/10/04

1H:05

ND

Letter of intent call for O.E.M. to receive cash and performance-based earn-out opportunities in the deal

Optive
Research Inc.*

Tripos Inc. (TRPS)

12/22/04

1Q:05

$8

Tripos will issue 599,521 shares of stock and pay $4.75M in cash for Optive, which develops software for computer-assisted molecular discovery

Panacos
Pharmaceuticals
Inc.*

V.I. Technologies Inc. (VITX)

6/3/04

1Q:05

$152

Vitex was to issue about 25M shares in the deal, worth $27M based on the June 3 closing price; the proposal was altered twice, the second time on Nov. 29 after Panacos got good trial results and Vitex reported poor results; Panacos would get 227M shares, worth $152M based on the Nov. 28 closing price, and own 80% of the combined company

Portage
BioMed LLC*

Nutra Pharma Corp. (OTC BB: NPHC)

11/9/04

ND

$1.15

Nutra Pharma intends to issue up to 3.2M shares over 18 months if Portage research reaches undisclosed milestones; it also would fund work at Portage

ProBio
International
Holdings Pte.
Ltd.*
(Australia)

Pharming Group NV (the Netherlands; Euronext:PHARM)

12/28/04

ND

ND

Pharming intends to issue shares representing 1.5% of the company to acquire the 55% of ProBio it doesn't already own

ProCyte Corp.
(OTC BB:PRCY)

PhotoMedex Inc. (PHMD)

12/1/04

1Q:05

$24.4

PhotoMedex would issue about 10.5M shares in the deal, valuing ProCyte at $1.49 per share, a 33% premium when announced; ProCyte would own 21% of the combined company

Synt:em SA*
(France)

Sonus Pharmaceuticals Inc. (SNUS)

11/3/04

1Q:05

$12

Terms of the deal were revised Dec. 28; Sonus would issue no more than 5.4M shares in the deal, with $12M in stock due at closing; remaining shares would be issued upon Synt:em products entering Phase II trials; Synt:em could own up to 20% of the merged company

Xtrana Inc.
(OTC BB:XTRN)

Alpha Innotech Corp.*

12/14/04

1H:05

ND

Xtrana shareholders would own 17% of the combined company following the reverse merger; they would keep the Alpha Innotech name

III. TERMINATED MERGERS AND ACQUISITIONS

Company
To Be Acquired*

Acquiring Company*

Date Announced

Termination Date

Value (M)**

Terms/Details


IBEX
Technologies
Inc.
(Canada;
TSE:IBT)

IMI International Medical Innovations Inc. (Canada; TSE:IMI)

11/3/04

12/16/04

C$9
(US$7.5)

IBEX shareholders rejected an unsolicited offer IMI made of C$0.42 per share, mostly in stock; IBEX officials said the offer undervalued IBEX


Notes:

# This chart is intended to include not only mergers and acquisitions of entire businesses, but also of divisions or subsidiaries of those businesses, where appropriate. It does not include acquisitions of single products or of manufacturing facilities and plants.

For those deals that are pending, and for which the acquiring company is issuing stock, the value of the transaction has been calculated based on the closing price prior to the first announcement. For those deals that have been completed, and for which the acquiring company is issuing stock, the final value has been calculated based on the closing price before the merger's completion was announced.

* Private companies are indicated with an asterisk.

** Conversions of non-U.S. currencies are calculated using the rate on the date the transaction closed, or for pending deals, on the date it was announced.

ND = Not disclosed.

Unless otherwise indicated, shares are traded on Nasdaq.

AMEX = American Stock Exchange; ASX = Australian Stock Exchange; NYSE = New York Stock Exchange; OTC BB = Over-the-Counter Bulletin Board; SWX = Swiss Stock Exchange; TSE = Toronto Stock Exchange; VSE = Vancouver Stock Exchange.

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