Synthecell Corp. announced that it plans to acquire VegaBiotechnologies Inc. in a two-stage deal that will combine thecompanies' biomolecule manufacturing programs.

Privately held Synthecell has purchased 5.1 million shares ofVega common stock, 65 percent of shares outstanding, for$500,000.

If certain conditions are met, Vega will acquire on May 1Synthecell's biomolecule program in exchange for 27 millionshares of Vega stock valued at $13.5 million.

When the deal is completed, Synthecell will own 90 percent ofVega shares. The weighted average price of Vega shares in thetwo transactions is 44 cents per share.

Vega of Tucson, Ariz., will continue to operate as a publiclyheld subsidiary of Synthecell. Vega has been a non-operatingcompany since 1989, at which time it was delisted fromNASDAQ. It is traded on the pink sheets under the ticker"H.VEGA."

Founded in 1979, Vega began as an instrument and chemicalcompany which designed, manufactured and sold peptide andDNA synthesizers and related biochemicals. The company in1988 enlarged its chemical plant to produce peptides and otherfine chemicals.

The acquisition "completes our strategic plan to build acompany that can produce DNA and peptide biomolecules on alarge scale," said Synthecell Chairman James Hawkins. TheRockville, Md., company had 1991 revenues of $1.6 million onits DNA and peptide biomolecules.

Synthecell is also developing antisense therapeutics through itsGenetic Medicine subsidiary.

-- Karen Bernstein BioWorld Staff

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