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Executive Summary

MMD WILL BACK ONCOGENE SCIENCE's TRANSCRIPTION-BASED HEART DRUG RESEARCH under a cardiovascular research collaboration announced Dec. 14. Marion Merrell Dow will receive worldwide marketing and manufacturing rights to gene transcription-based cardiovascular drugs that Oncogene Science develops. Oncogene Science will retain rights to any cardiovascular diagnostic products developed and receive a royalty on any resultant drug sales. Under the agreement, Marion Merrell Dow will purchase $6 mil. in Oncogene Science stock (an approximately 7% stake) and supply $11 mil. in license fees and research funding to the Uniondale, N.Y.-based firm. MMD's equity investment will consist of approximately 1.1 mil. shares at $5.50 per share. After the transaction with MMD, Oncogene Science will have 16.2 mil. shares of common stock outstanding. MMD will also receive warrants for an additional 500,000 shares at $5.50 per share. The research venture will focus on developing drugs for hypertension, atherosclerosis and restenosis, Oncogene Science said. Oncogene has been researching possible applications of gene transcription technologies to cardiovascular diseases for about two years, the company said. No drug candidates have yet been identified. The biotechnology firm has existing collaborative agreements with Pfizer, Wyeth-Ayerst and Becton Dickinson. The most extensive collaboration is the firm's six-year-old venture with Pfizer, renewed in late 1990, in the area of cancer drugs ("The Pink Sheet" Dec. 24, 1990, p. 26). Pfizer will hold just under 4% of Oncogene Science stock following Marion Merrell Dow's stock purchase. A four-year venture formed in December 1991 with American Home Products focuses on developing small-molecule drugs for asthma, diabetes, osteoporosis and immune system modulation ("The Pink Sheet" Jan. 6, T&G-4). In addition, Oncogene Science has a collaboration with Becton Dickinson in oncogene-related cancer diagnostic development. That deal was renewed in the fall of 1991, after a three-year hiatus, when Oncogene Science acquired Applied Biotechnology ("The Pink Sheet" May 27, 1991, T&G-12).

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