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Roche to take over Genentech
By Alexander G. Higgins |
March 13, 2009, Friday
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Print Edition
Print Edition
SWITZERLAND'S Roche said yesterday it has agreed to buy all the remaining shares in Genentech for US$46.8 billion in a takeover described as the largest in Swiss corporate history.
The deal, approved and recommended by Genentech's board, offers US$95 for each outstanding Genentech Inc share and ends a long corporate struggle between the Basel, Switzerland-based pharmaceutical giant and its cancer-drug partner.
Roche Holding AG, which already owns 56 percent of the stock of the South San Francisco-based company, had increased its bid to US$93 a share on March 6.
Roche's initial bid of US$89 a share was rejected in July. It then surprised Genentech and Wall Street with a lowered US$86.50-per-share bid on January 30, aimed directly at shareholders and seeking to bypass Genentech's board.
Hanging over the negotiations have been expectations of study data on the effectiveness of Genentech's Avastin in treating early-stage colon cancer. The drug, Genentech's best-selling product, is already approved for various types of breast, lung and colon cancers. Some analysts said a positive study could increase the value of Genentech shares.
A joint statement by both companies said, "Roche and Genentech announced today that they signed a merger agreement under which Roche will acquire the outstanding publicly held interest in Genentech for US$95 per share in cash."
Fair offer
It said the special committee of Genentech's board of directors had given approval to the agreement and recommends that Genentech shareholders tender their shares in Roche's offer.
"We believe this is a fair offer for Genentech shareholders, and the committee is pleased to come to a successful conclusion of this process," said Charles Sanders, chairman of the special committee of Genentech's board of directors. "We look forward to working with Roche to complete the transaction as expeditiously as possible."
Franz B. Humer, chairman of Roche, said he was pleased that the two sides could agree.
"Working together, we aim to close the transaction quickly, thus removing uncertainty for employees and allowing us to focus even more intently on innovation and long-term projects," he said.
"We have tremendous respect for our colleagues at Genentech and look forward to working with them to further accelerate our search for solutions to unmet medical needs."
Roche said the combined company would be the seventh-largest United States-based pharmaceutical company in terms of market share and would generate about US$17 billion in annual revenues with a payroll of around 17,500 employees in the US pharmaceuticals business alone.
The deal, approved and recommended by Genentech's board, offers US$95 for each outstanding Genentech Inc share and ends a long corporate struggle between the Basel, Switzerland-based pharmaceutical giant and its cancer-drug partner.
Roche Holding AG, which already owns 56 percent of the stock of the South San Francisco-based company, had increased its bid to US$93 a share on March 6.
Roche's initial bid of US$89 a share was rejected in July. It then surprised Genentech and Wall Street with a lowered US$86.50-per-share bid on January 30, aimed directly at shareholders and seeking to bypass Genentech's board.
Hanging over the negotiations have been expectations of study data on the effectiveness of Genentech's Avastin in treating early-stage colon cancer. The drug, Genentech's best-selling product, is already approved for various types of breast, lung and colon cancers. Some analysts said a positive study could increase the value of Genentech shares.
A joint statement by both companies said, "Roche and Genentech announced today that they signed a merger agreement under which Roche will acquire the outstanding publicly held interest in Genentech for US$95 per share in cash."
Fair offer
It said the special committee of Genentech's board of directors had given approval to the agreement and recommends that Genentech shareholders tender their shares in Roche's offer.
"We believe this is a fair offer for Genentech shareholders, and the committee is pleased to come to a successful conclusion of this process," said Charles Sanders, chairman of the special committee of Genentech's board of directors. "We look forward to working with Roche to complete the transaction as expeditiously as possible."
Franz B. Humer, chairman of Roche, said he was pleased that the two sides could agree.
"Working together, we aim to close the transaction quickly, thus removing uncertainty for employees and allowing us to focus even more intently on innovation and long-term projects," he said.
"We have tremendous respect for our colleagues at Genentech and look forward to working with them to further accelerate our search for solutions to unmet medical needs."
Roche said the combined company would be the seventh-largest United States-based pharmaceutical company in terms of market share and would generate about US$17 billion in annual revenues with a payroll of around 17,500 employees in the US pharmaceuticals business alone.
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