Novartis To Buy Remaining Interest In SyStemix

Swiss drug major Novartis has entered into a definitive agreement withPalo Alto, California-based biotechnology company SyStemix Inc to acquire all the issued and outstanding shares of common stock it does not already own, for $19.50 per share in cash. The offer represents a premium of 77% over the closing price of $11.00 per share on May 23, 1996, the last full trading day prior to Novartis' original offer for SyStemix of $17.00 a share.

Novartis currently owns 10,610,099 shares of SyStemix common shares which, on October 31, 1996, represented 73.2% of the issued and outstanding shares in the company. Under the agreement, Novartis was set to start a tender offer to acquire the SyStemix shares on or prior to January 17. Novartis may not purchase shares in the tender offer without the consent of the independent directors unless a majority of the shares Novartis does not already own is validly tendered and not withdrawn in the tender offer.

According to Novartis' president and executive committee head Daniel Vasella, the two companies are engaged in "promising discovery activities in the development of cell and cell-based gene therapies for cancer, AIDS, autoimmune and genetic diseases." With SyStemix fully integrated into Novartis, Dr Vasella says he is "confident that we will accelerate the pace of our cutting-edge work with hematopoietic stem-cell technology." SyStemix president and chief executive John Schwartz says: "the outstanding promise of SyStemix' technology can be realized more broadly and rapidly as part of Novartis."