Trimeris shareholders will meet Nov. 2 to vote on the proposed sale of the AIDS-drug company to a Massachusetts drug-development company.

Trimeris, which is based in Durham and is publicly traded, has agreed to be acquired by privately held Synageva in an all-stock deal.

The deal calls for the investors in Synageva to own 75 percent of the combined company's outstanding shares, with Trimeris shareholders owning the remaining 25 percent.

The combined business will be called Synageva and will be run by the current Synageva CEO, Sanj K. Patel. After the merger, the company will have no presence in Durham.

Trimeris has been seeking a buyer for years.

It once employed 150 workers but now has fewer than a handful and has no products under development. Its sole business is collecting royalty checks for sales of the AIDS drug Fuzeon from its marketing partner Roche.

Those checks have been getting smaller over the past two years as sales are on the decline.

Durham AIDS drug company Trimeris has dismissed its chief financial officer and named a member of its board of directors as a replacement.

The termination of Andrew Graham's tenure as CFO was disclosed late Friday in a Securities and Exchange Commission filing. No reason was given for the move.

The company also reported, without explanation, that it eliminated the position of general counsel and therefore terminated the employment of Michael Alrutz. Alrutz joined the company as legal counsel in 2002 and was named general counsel in January 2008.

CEO Martin Mattingly couldn't be reached for comment on the moves this morning. Nor could Graham be reached for comment.

Trimeris has been actively seeking a buyer for the business since 2006; it has dismantled its drug-development efforts and pared down to just a handful of employees. The company's sole product, the AIDS drug Fuzeon -- which is manufactured and marketed by Swiss pharmaceutical giant Roche -- never lived up to expectations due to its high cost and other factors.

Trimeris' new chief financial officer is James R. Thomas, 59. Thomas has been on the company's board since August 2009 and is a former CFO of a division of Pfizer.

Shares of Trimeris face delisting by the Nasdaq because the Durham drug company didn't hold an annual shareholders' meeting in 2009.

The company announced today that has appealed the Nasdaq staff determination, kicking off a hearing process that delays any action for at least several months.

A proposed $81 million takeover of Trimeris fizzled last month after the South Korean acquirer Arigene couldn't raise the money.

Trimeris once was one of the Triangle's most-promising drug-development companies. But its AIDS drug Fuzeon never met lofty expectations, hurt by its high price and other factors.

Trimeris shares rose 1 cent to close at $2.62 today. A delisting would mean that the company's shares would likely shift to the over-the-counter market, a move that can hurt its value as larger investors tend to shun such stocks.

Trimeris today reported mixed sales results for its AIDS drug Fuzeon.

Sales of the powerful AIDS medication totaled $29.8 million in the third quarter, down 35 percent from a year ago, the Durham company reported this afternoon after the markets closed. However, sales were two percent higher than the second quarter.

Trimeris, which has agreed to be acquired by a Korean company, receives royalty payments from the sale of Fuzeon, which is manufactured and sold by its marketing partner, the Swiss pharmaceutical giant Roche.

The South Korean company that has launched a tender offer to acquire Trimeris contends that the AIDS drug company has "a solid business model" that makes it well worth the $81 million purchase price.

In a filing with the Securities and Exchange Commission, the medical equipment maker Arigene Co. also said that it plans to hire researchers to develop the next generation of Trimeris' AIDS drug, Fuzeon. However, those new researchers will be based in Korea rather than in Durham, where Trimeris is headquartered.

Last year Trimeris shut down its research and development efforts in an effort to conserve cash, leaving it with just a handful of employees. Trimeris was once one of the Triangle's most promising biotech companies, but sales of its powerful AIDS medication Fuzeon were hurt by its $20,000-a-year price tag and its side effects.

Arigene said in the filing that it was responding to criticism of its $3.60-per-share tender offer, announced earlier this month. The company said the purchase price -- which amounted to a 40 percent premium on the pre-offering share price -- was vetted by an outside accounting firm, which compared it to other tender offers and biotech deals.

Trimeris, a once-promising biotechnology company that failed to reach its potential, has agreed to be acquired by a South Korean medical equipment company.

Arigene Co. announced this afternoon that it has agreed to pay about $81 million in cash for the Durham-based company, which has just a handful of employees after slashing its  operations.

The $3.60 per share tender offer, which must be approved by shareholders, represents a premium of about 40 percent over Thursday's closing price. Shares fetched more than $30 at their peak in 2000.

Trimeris is one of the few Triangle drug companies to shepherd a drug from the research-and-development stage to regulatory approval and, more importantly, patients. But sales of its powerful AIDS drug Fuzeon -- launched in 2003 by its corporate partner, the Swiss drugmaker Roche -- were hindered by its $20,000-a-year price tag and its side effects.

A slow-but-steady decline in fortune continues at Trimeris, once one of the Triangle's most-promising biotechnology companies.

Late Wednesday, the Durham-based company reported that second-quarter sales of its HIV/AIDS drug Fuzeon were $29.1 million, down 24 percent from the same quarter last year. Sales in the U.S. and Canada were off 39 percent.

Trimeris has slashed its operations and workforce in recent years as demand weakened for Fuzeon. The drug, sold with partner Roche, is one of the few remaining assets at Trimeris.

The company's stock closed Wednesday at $2.01, down 1 cent.