We’ve covered at length the attempted sale of Bioenvision to Genzyme led by its board of directors and management—a move soundly rejected earlier this week by other shareholders. In the end, Genzyme captured 22 percent of the New York-based biotech’s common stock, far short of the 50 percent it needed to force a merger. As far as we can tell, Bioenvision’s directors and managers controlled virtually all the shares tendered to Genzyme, selling at what seems to be a bargain price of $5.60 per share.
The biggest seller, according to the SEC filings available so far, is the Perseus-Soros Biopharmaceutical Fund affiliated with billionaire George Soros (two of Bioenvision’s six board members are advisers for the fund). Here’s the current sales tally. The numbers in parentheses refer to common stock shares ultimately sold. In the case of Perseus-Soros, they include some preferred shares converted into common stock at a rate of two common shares for each preferred share.
Perseus-Soros Biopharmaceutical Fund—$18,900,246 (3,375,044 shares sold)
Chris Wood, Bioenvision Chairman and CEO—$9,262,573.60 (1,654,031 shares sold)
David Luci, Bioenvision Executive VP and General Counsel—$1,736,862.40 (310,154 shares sold)
Nelson Thomas Scott, Bioenvision Director—$447,748 (79,955 shares sold)
Robert Sterling, Bioenvision VP, Business Development—$85,260 (15,225 shares sold)
You can find all the details here. We can’t yet identify the profit made by each of these groups or individuals, since we haven’t figured out their cost basis.
With at least four members of the Bioenvision board, including the company’s CEO, apparently left without a stake in the firm, one might ask why they should stick around. SCO Capital, a large minority shareholders opposed to the deal, has already called for a management and directorship overhaul.
