Anormed Board of Directors Rejects Genzyme's Unsolicited Acquisition Offer

Anormed, Inc. has announced that its board of directors, after careful consideration and consultation with financial and legal advisors, recommends that shareholders reject Genzyme Corp.'s unsolicited offer to acquire Anormed for $8.55 per share in cash. The board, led by Joseph Dougherty, chairman of the Strategic Initiatives Committee, believes that the Genzyme offer undervalues the company and deprives shareholders of significant upside potential. Anormed's largest shareholder, who collectively hold 24.4% of the outstanding common shares, also intends to reject the offer.

Key Takeaways:

• Anormed's board of directors unanimously recommends that shareholders reject Genzyme's acquisition offer, citing that it does not reflect the fundamental value of the company.
• The Genzyme offer, if successful, would deprive Anormed shareholders of significant upside potential in their investment.
• Anormed's largest shareholder, who holds approximately 24.4% of the outstanding common shares, intends to reject the Genzyme offer.
• The board has retained Goldman, Sachs & Co. to assist in evaluating potential strategic interest from biotechnology and pharmaceutical companies.
• Facts, discussion and analysis about Anormed's business plan, include that factoring in the varying degrees of risk and return associated with the different elements of our business plan, the board believes that the fundamental value of Anormed exceeds $8.55 per share.
• Goldman, Sachs & Co. has provided a written opinion that the Genzyme offer was inadequate from a financial point of view to the holders of Anormed common shares.
• Anormed's directors believe that strategic alternatives exist that could offer Anormed shareholders greater value than that represented by the Genzyme offer.
• The board has retained Goldman, Sachs & Co. to help evaluate these alternatives.

Statistics:

• 24.4%: The percentage of outstanding common shares held by Anormed's largest shareholder.
• $8.55: The price per share offered by Genzyme Corp. for the acquisition of Anormed.
• $380 million: The approximate equity value for Anormed offered by Genzyme Corp.
• 14%: The discount offered by Genzyme Corp. to the closing price of Anormed common shares on August 31, 2006.
• $9.99: The closing price of Anormed common shares on the American Stock Exchange on Thursday, August 31, 2006.

Sources:

• Anormed, Inc. press release dated September 4, 2006.
• Health & Medicine Week editors, staff, and other reports.
• NewsRx.com.