Greenwich Pharmaceuticals Inc. said Tuesday that it signed anamended agreement for a reverse merger with Boston Life SciencesInc.

Greenwich, of Fort Washington, Pa., will be the surviving entity,although control will go over to privately held Boston Life, ofWaltham, Mass. Boston Life will be issued about 44 million sharesof Greenwich stock, giving it about 56 percent of the combinedcompany's 79 million shares outstanding.

Jeff Randall, president and CEO of Greenwich, said a shareholdervote is expected to occur within 90 days. The merger, proposed inAugust (See BioWorld Today, Aug. 5, 1994, p.1.), seemingly fellthrough in November when Boston Life wanted to renegotiate terms.

"The agreement we had in August obligated us to issue 36 millionshares upon closing, and up to 13 million more contingent uponfuture share prices," Randall told BioWorld. "We have now agreedto issue 44 million shares upon closing and the contingent shareshave been eliminated."

Greenwich's stock (NASDAQ:GRPI) was up 134 percent Tuesday,moving from 9.3 cents per share to 21.8 cents.

Greenwich's two lead carbohydrate-based drugs failed in clinicaltrials for the treatment of rheumatoid arthritis. A third drug for thesame indication is in early stage trials. The company also has patentsand preclinical compounds. Randall said Greenwich has fouremployees and "somewhat less than $3 million in cash. Our burn rateis down to about $350,000 per quarter."

Boston Life, founded in October 1992, has about five employees,and owns neither manufacturing nor laboratory facilities. Itsemphasis has been to fund research through sponsored agreements,primarily involving work coming out of Harvard Medical School, itsaffiliated hospitals and other institutions in the area. Boston Life'sefforts are focused on candidates to treat cancer, Parkinson's diseaseand autoimmune diseases. _ Jim Shrine

(c) 1997 American Health Consultants. All rights reserved.

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