To: Steve Harmon who wrote (1248 ) 7/7/1998 11:43:00 AM From: Zvi Yammer Respond to of 2742
Deal Announced !!!!!!! INE BROOK, N.J., July 7 /PRNewswire/ -- Pasteur Merieux Connaught, subsidiary of Rhone-Poulenc Group (NYSE: RP), has entered into a letter of intent with Cistron Biotechnology, Inc. (OTC: CIST) to make an equity investment and to fund an Interleukin-1 beta (IL-1b) vaccine adjuvant development program, it was announced today. Cistron could receive up to $31 million in milestone payments plus royalties if Pasteur Merieux Connaught exercises a three-year option to receive an exclusive license to use IL-1b as an adjuvant for preventive and therapeutic vaccines. During the three-year option period, Pasteur Merieux Connaught will make payments to Cistron totaling $900,000 for further pre-clinical IL-1b adjuvant research. The milestones are based on advancements of products through clinical trials and regulatory approvals. Pasteur Merieux Connaught, the world's largest vaccine manufacturer and the leading U.S. flu vaccine producer, has also agreed to purchase 1.3 million Cistron common shares at $.75 per share and will obtain a three-year warrant to purchase a mutually agreeable number of shares which amount, together with the purchased shares, is anticipated to be above Cistron's $.48 per share book value at March 31, 1998. The proposal between Pasteur Merieux Connaught and Cistron was facilitated by Robert W. Naismith, Ph.D., and BlueStone Capital Partners, L.P., Cistron's investment banker. According to Paul Kirkconnell, Pasteur Merieux Connaught corporate vice president for business development, "The alliance with Cistron provides us with access to valuable technology that may assist Pasteur Merieux Connaught in developing novel new vaccines for therapeutic as well as prophylactic indications." "We are both pleased and honored to work with one of the world's major pharmaceutical companies to develop IL-1b's potential in the area of vaccine adjuvants," stated Bruce C. Galton, Cistron's chief executive officer and chairman. The transaction is subject to the execution of definitive agreements on or before October 1, 1998. Cistron's primary product area is immune response regulators known as lymphokines. The company markets its products in North America, Europe and the Pacific Rim. Pasteur Merieux Connaught (Rhone-Poulenc Group) is the world's largest vaccine company with the broadest range of products. The company produces more than one billion doses every year. Pasteur Merieux Connaught refers to Pasteur Merieux Serums & Vaccins of Lyon, France and its subsidiaries, including Connaught Laboratories, Ltd. in Toronto, Canada and Connaught Laboratories, Inc. in Swiftwater, Pennsylvania, USA. Rhone-Poulenc S.A. is a leading life sciences company, growing through innovations in human, plant and animal health and through its specialty chemicals subsidiary, Rhodia. With sales in 1997 of FF90 billion (US $15 billion), the company employs 68,000 people in 160 countries worldwide. Certain statements in this letter constitute forward-looking statements, are not historical facts, and involve risks and uncertainties that could cause actual results to differ from those expected and projected. Such risks and uncertainties include by are not limited to (i) general economic conditions; (ii) conditions specific to the biotechnology industry; (iii) the Company's ability to develop or acquire new technology or products through licensing, merger or acquisition and to obtain regulatory approval to commercialize diagnostic or therapeutic products; (iv) the effectiveness and ultimate market acceptance of any such products; (v) limitations on third party reimbursements with respect to any such products; and (vi) competition. The Company does not undertake to update or revise any forward-looking statements contained herein whether as a result of new information, future events or otherwise. SOURCE Cistron Biotechnology, Inc. CO: Cistron Biotechnology, Inc.; Pasteur Merieux Connaught; Rhone-Poulenc Group