By Randall Osborne
To push ahead with its therapeutic and vaccine products at lessened risk, BioChem Pharma has formed a spin-off, CliniChem Development Inc., and plans to distribute shares of the newly formed company among BioChem stockholders.
BioChem, of Laval, Quebec, will provide C$150 million (US$104.49 million) as a capital contribution to the new company, and will distribute the shares at a date yet to be determined, upon approval of its board of directors.
Michele Roy, spokesperson for BioChem, said the move was designed to remove expenses from the parent company's books and reduce risk while continuing with development of products. CliniChem will be located in the same facility as BioChem, and no staff will be added.
"We see it as quite positive, and it's an opportunity to give shareholders a dividend," Roy said.
Each BioChem shareholder will receive one CliniChem share per 40 BioChem shares. About 2.7 million CliniChem shares are expected to be distributed, assuming 108.2 million BioChem shares are outstanding on the date the distribution is made, according to the registration statement filed with the Securities and Exchange Commission.
CliniChem will develop certain BioChem products. If these are commercialized, CliniChem will continue the development of other drugs, already under way by BioChem. The spin-off company will work under contract.
"All the products are already in our pipeline," said Roy. "They're either in research or in Phase I, but really in early stages."
The products to be developed first by CliniChem are BCH-4556, a novel nucleoside analogue to treat cancer, which is in Phase I trials; BCH-10562, a novel nucleoside analogue to treat HIV, which is in preclinical studies; small molecules to treat solid tumors by inhibiting angiogenesis through antagonism of the a(n)b(3) receptor, which are in the research stages; and six recombinant protein vaccines, which also are in research.
Those vaccines are to protect against infection by Chlamydia pneumoniae; Haemophilus influenzae (non-typeable); Neisseria gonorrhoeae; N. meningitidis; Streptococcus Group B; and S. pneumoniae.
As part of the deal, BioChem keeps an option to acquire commercialization rights to individual products developed by CliniChem, on a country-by-country basis.
BioChem's nucleoside analogue 3TC, developed with London-based Glaxo Wellcome plc, is marketed as Epivir for AIDS. Lamivudine, a different dosage regimen of 3TC, also is being developed with Glaxo as a treatment for chronic hepatitis B, and has shown positive Phase III results. (See BioWorld Today, April 11, 1997, p. 1.)
The company also developed and is marketing whole-virus and split-virus influenza vaccines, a combined diphtheria and tetanus vaccine, and a vaccine to prevent tuberculosis.
"We're in discussion with a few companies, seeking a partner for our cell-culture influenza vaccine," Roy said.
BioChem's stock (NASDAQ:BCHE) closed Tuesday at $24.50, up $0.875. *