Acquisition Failed Roche Decided not to Extend its Tender Offer for Illumina

Editor: Wolfgang Ernhofer

The swiss Pharma Company Roche throwed in the towel. After months of Efforts to absorb the US-company Illumina the swiss surrendered.

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There will be no white flag from Illumina in the acquisition fight against Roche. (Picture: Roche)
There will be no white flag from Illumina in the acquisition fight against Roche. (Picture: Roche)

Basel/Switzerland – In view of the apparent re-election of the incumbent directors of Illumina on wednesday, Roche has decided not to extend its $51.00 cash tender offer for all of the shares of Illumina. The offer will expire at 6:00 p.m., New York City time, on April 20, 2012.

Severin Schwan, CEO of Roche said: “We continue to hold Illumina and its management in very high regard but, with access only to public information about Illumina’s business and prospects, we do not believe that a price above Roche’s offer for Illumina of $51.00 per share would be in the interest of Roche’s shareholders.”

Schwan continued: “We have throughout this process desired to engage in a constructive dialogue with Illumina’s management, listen to its views of value and prospects, and offer a fair and adequate price to Illumina’s shareholders. But in the absence of such discussions, our duty to be disciplined with the assets of Roche’s shareholders has led to this decision. Roche will continue to consider options and opportunities to develop further its portfolio of businesses in order to expand its diagnostics leadership position.”

About the Offer

On January 27, 2012, Roche commenced a tender offer to acquire all outstanding shares of Illumina for $44.50 per share in cash and increased its offer on March 29, 2012 to $51.00 per share in cash for an aggregate of approximately $6.8 billion on a fully diluted basis.

The increased offer represents a substantial premium to Illumina’s unaffected market prices: a premium of 88% over Illumina’s closing stock price on December 21, 2011 – the day before market rumors about a potential transaction between Roche and Illumina drove Illumina’s stock price significantly higher – and an 84% premium over the one-month historical average and a 64% premium over the three-month historical average of Illumina’s share price, both as of December 21, 2011.

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