CAMBRIDGE, Mass. -- Genzyme Corp. announced late Tuesdayplans to acquire from its spinoff company, Neozyme Corp.,rights to three programs for $26 million.

Included are research programs on a recombinant thyroid-stimulating hormone called Thyrogen, a direct cholesteroltesting product and synthetic phospholipids. Genzyme said itwas exercising an option to reacquire the projects, which wouldbe completed by year's end.

Those projects join a cystic fibrosis protein replacementprogram that Genzyme agreed earlier this year to acquire for$23 million from Neozyme, also referred to as Neozyme I.

The total $49 million purchase price for all four programs willbe recorded on Genzyme's books as a purchase of research inprogress and expensed as a cost in the current quarter endingJune 30, the company said. Genzyme, which reported a $7.7million profit for the quarter ended March 31.

For Neozyme I, the $49 million proceeds from the sales isequivalent to $23 for each of Neozyme share, which thatcompany may choose to distribute to shareholders in whole orin part, after allowing for tax liabilities. Neozyme was formedby Genzyme in late 1990 through a public offering of 2 millionunits at $23 each. Each unit comprised one share of callableNeozyme stock and a warrant to purchase a Genzyme share at$19. To the extent that the proceeds are distributed toNeozyme shareholders, the stock purchase exercise pricecontained in Neozyme I stock will be adjusted downward,Genzyme said.

Neozyme has two remaining projects in development: Vianaindebriding agent, an enzyme on which Genzyme received a U.S.patent in May that might be used to treat severe burns; andfetal cell separation products that are expected to be used inisolating fetal cells for prenatal genetic testing.

The acqusitions were announced after the close of trading.Genzyme stock (NASDAQ:GENZ) closed Tuesday at $44 a share,down $1.50, and Neozyme (NASDAQ:NEOZ) rose 25 cents a shareto $23.50.

"The progress made to date on these three programs has givenus the confidence that we complete the deveopment and scale-up cycle of these products successfully, said Henri termeer,Genzyme's chairman and chief executive officer.

Genzyme said Thyrogen is being developed as an adjunct in thediagnosis and treatment of thyroid cancer. The product hascompleted Phase I/II clinical trials and is soon to enter apivotal trial. The exercise price to acquire the program was $13million.

Under the cholesterol testing programs, Genzyme said itdeveloping disposable devices to directly measure both lowdensity lipoprotein (LDL), which is associated with increasedrisk of heart disease, and high density lipoprotein (HDL). Thecompany expects to introduce a LDL cholesterol testing productlate this year, followed by a HDL test in 1993. There is nocurrently available test for directly measuring LDL, Genzymesaid. The exercise price for this program was $7 million.

Synthetic phospholipids are manmade versions of the naturallyoccurring materials found in the structural components of cellmembrances. Genzyme is developing them as components ofpharmaceutical products and drug delivery systems. Theexercise price of this program wsa $6 million. Genzyme in earlyJune announced the acquisition of a phospholipid business unitfrom Enzymatic Ltd. of Cambridge, England. -- Ray Potter

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

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