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Biotech / Medical : OSI Pharmaceuticals (OSIP) - formerly Oncogene -- Ignore unavailable to you. Want to Upgrade?


To: scaram(o)uche who wrote (59)8/3/1999 3:55:00 PM
From: scaram(o)uche  Respond to of 447
 
from KDUS 10-K.......

The Solvay Pharmaceuticals Collaboration

In November 1995, the Company and Solvay Pharmaceuticals (an indirect
wholly-owned subsidiary of Solvay S.A.) entered into a drug discovery
collaboration. The collaboration focuses on certain G Protein-coupled receptors
whose functions are known, certain orphan receptors and certain other molecular
targets as targets for drug discovery in a variety of therapeutic areas. These
therapeutic areas include cardiovascular disease, central nervous system
disorders, gynecological diseases and gastrointestinal indications. The Company
has provided Solvay Pharmaceuticals with a number of targets and assays that
Solvay Pharmaceuticals is using to search for novel therapeutics.

During the term of the research program, which expires in December
2000, Solvay Pharmaceuticals is required to provide the Company with research
funding of up to $2.5 million each year, adjusted for inflation. From November
1995 through February 28, 1999, Solvay Pharmaceuticals paid the Company
approximately $8.8 million in research funding. Solvay Pharmaceuticals is
required to make payments to the Company upon the achievement by Solvay
Pharmaceuticals of certain drug development milestones and to pay the Company
royalties on the

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sale of drugs developed through the use of the Company's drug discovery
technologies. There can be no assurance that the collaboration will result in
the development of any drugs.

The term of the research program may be extended by Solvay
Pharmaceuticals for between two and five years by notice to the Company given at
least two years (and in some circumstances at least 18 months) prior to January
2001. Solvay Pharmaceuticals has the right under certain circumstances to
terminate the program after July 2000, if the Company fails to meet certain
minimum performance objectives in connection with the conduct of the research
program. In the event of such termination, Solvay Pharmaceuticals has no further
obligation to provide the Company with funding for the research program. There
can be no assurance that the Company will be able to meet the minimum
performance objectives or that the collaboration with Solvay Pharmaceuticals
will be extended.