Genzyme Offering For General Division

23 June 1996

Genzyme Corp has filed with the US Securities and Exchange Commission to offer up to $225 million in convertible subordinated notes due 2001. The interest-bearing notes will be convertible at any time prior to matur-ity, unless previously redeemed, into common shares of Genzyme's General Division.

Net proceeds will be allocated in full to the General Division. The funds will be used to finance the acquisition of DSP, a privately-held specialty surgical products company.

Meantime, Genzyme's Tissue Repair division has received $10 million from the General Division in exchange for an increase of 1 million shares of Tissue Repair designated stock. Genzyme has the option to allocate up to $30 million from the General Division to the Tissue Repair division in exchange for an increase in Tissue Repair designated shares at the rate of $10 per share.

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