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Roche disappointed with ISS recommendation

Monday, April 9, 2012 09:19 AM

The Institutional Shareholder Services (ISS) has recommended that shareholders of Illumina vote against the election of Roche’s independent director nominees to Illumina’s board of directors.

The election, which is in addition to Roche’s tender offer of $51.00 per Illumina share, would place several Roche-nominated independent candidates on Illumina’s board, comprising a majority.

“While we are disappointed that ISS has recommended that Illumina shareholders vote against our director nominees at the Illumina annual meeting,” said Severin Schwan, CEO of Roche Group, “we are pleased that ISS noted that ‘Roche would seem to be an excellent partner for Illumina as the sequencing industry grows more intertwined with new drug development.’”

ISS also noted that the key to Illumina’s valuation falls in its commercialization strategy—a strategy that has not been tested but is an area in which Roche believes it could provide significant expertise, according to Schwan.

Schwan continued, “We respectfully challenge ISS’s assertion that our current bid ‘does not provide a compelling starting point for negotiations.’ Our goal has always been to enter into a negotiated transaction with Illumina and we firmly believe that our present offer is more than adequate to serve as a basis for negotiation with Illumina.”

Roche said it remains willing to consider additional value if given the opportunity to enter discussions and perform due diligence. It expects Illumina shareholders will support this objective and vote for its director nominees at the upcoming Illumina annual meeting, according to Schwan.

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