To: Ibnbatutaa  who wrote (1250 ) 12/15/1998 11:09:00 PM From: Danny Hayden     Respond to    of 1722  
                                         Reuters, Tuesday, December 15, 1998 at 18:37                                   NEW YORK, Dec 15 (Reuters) - ImClone Systems Inc. said Tuesday that it                              and Germany's Merck KGaA signed an agreement to develop and commercialize                              ImClone's lead anti-cancer product, C225.                                   ImClone said that the agreement includes $30 million in up-front fees and                              early cash-based milestones, $30 million in late stage equity-based milestones and a                              $30 million credit line for the build-out of a manufacturing facility by ImClone for the                              commercial production of C225.                                   The agreement permits Merck KGaA, through a combination of the milestone                              payments, conversion of ImClone preferred shares purchased by Merck KGaA in                              their December 1997 Preferred Stock Purchase Agreement, and open market                              purchases, to own up to 19.9 percent of ImClone common stock.                                   The December 1997 agreement expands Merck KGaA's rights to ImClone's                              cancer vaccine, BEC2, to include co-promotion in North America.                                   Under the terms of the agreement announced today, Merck KGaA receives                              the exclusive license to develop and commercialize C225 outside of North America.                                   ImClone retains North American rights and will continue to exclusively                              develop C225 in North America. The companies will co-develop the product in Japan.                                   Merck KGaA will fund clinical development outside of North America.                              ImClone will be the manufacturer of C225 and Merck KGaA will purchase product                              from ImClone for clinical trials and commercialization in its territory.                                   Royalties will be paid to ImClone by Merck KGaA on sales of C225 outside of                              North America.                                   The late stage equity-based milestones are to be paid through the purchase                              of common stock of ImClone at a premium to the then market price.                              nyc.equities.newsroom@reuters.com))                                    Copyright 1998, Reuters News Service