Amgen today announced that it has entered into a definitive merger agreement under which Amgen has agreed to acquire Avidia, a privately held biopharmaceutical company that discovers and develops a new class of human therapeutic known as Avimer proteins. The transaction provides Amgen with Avidia's lead product candidate, an inhibitor of interleukin 6 (IL-6) for the treatment of inflammation and autoimmune diseases, which is in Phase 1 clinical trials.

The transaction has been approved by the boards of directors of each company and the shareholders of Avidia. It is subject to customary closing conditions, including regulatory approvals, and is expected to close in the fourth quarter of 2006.

Under terms of the agreement, Amgen will pay $290 million cash, net of existing cash balances and Amgen's existing equity stake in Avidia, and up to $90 million upon the achievement of certain milestones. Following the completion of the transaction, Avidia will become a wholly owned subsidiary of Amgen.

Avidia focuses on biotherapeutics consisting of single protein chains composed of modular binding domains, like beads on a string. This platform can be used to create multiple, protein-based therapeutics. Each bead is designed to bind to a particular target site, thus increasing the relative amount of the drug where it's most needed and decreasing the amount of the drug where it's not desired, creating more favorable safety profiles.

"The Avimer technology is among the most attractive protein-based technologies currently under development," said Roger M. Perlmutter, M.D., Ph.D., Amgen's executive vice president for Research and Development. "Avimers may have several advantages as therapeutic products in terms of biological activity, tissue distribution, reduced immunogenicity and improved manufacturing efficiencies."

"I am very pleased with this transaction, which demonstrates the enormous value and potential of the Avimer protein technology platform as a groundbreaking new way to develop drugs," said Peter Van Vlasselaer, Ph.D., Avidia's chief executive officer. "We are looking forward to becoming part of the world's leading biotechnology company. Amgen's abundant resources and expertise will enable us to develop our technology and clinical programs to their full capacity."

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