San Diego, California, USA
April 2, 2012
Illumina, Inc. (NASDAQ:ILMN), a leading developer, manufacturer and marketer of life science tools and integrated systems for the analysis of genetic variation and function, today announced that its Board of Directors has, after careful review and consideration together with its financial and legal advisors, unanimously rejected Roche’s revised offer to acquire Illumina for $51.00 per share in cash. Accordingly, Illumina urges its stockholders not to tender any shares and, in connection with the Annual Meeting to be held on April 18, to vote the WHITE CARD in support of Illumina’s directors and against Roche’s additional proposals.
The full text of a letter sent today to Roche from Illumina’s President and CEO Jay Flatley follows below:
Mr. Franz B. Humer
Chairman
Roche Holding Ltd
CH-4070 Basel
Switzerland
Dear Franz:
I am in receipt of your March 29th letter outlining your revised offer to acquire all outstanding shares of Illumina for $51 per share in cash. Our Board of Directors, together with our financial and legal advisors, met on March 31 and again on April 2 to review and consider the revised offer and unanimously determined that it dramatically undervalues Illumina and does not adequately reflect Illumina’s singular position in an industry poised for extraordinary growth. Accordingly, we are advising our stockholders that your revised offer is not in their best interests and not to tender any shares.
As you have noted in Roche’s own presentations to investors, Illumina “has strong revenue generation, strong profit generation, strong cash generation and a very good track record of delivering continual upgrades in technology to the marketplace.” We agree, and our Board remains confident in the ability of Illumina’s management team to continue executing against our opportunities.
Our Board remains of the opinion that Roche has made an opportunistic offer, fully aware that even the revised offer does not reflect the intrinsic strength or future prospects of Illumina. We are committed to acting in the best interests of all our stockholders and believe that Illumina’s strategic plan, executed independently, will create stockholder value significantly greater than what you have proposed.
Sincerely,
Jay T. Flatley
President & CEO
cc: Board of Directors of Illumina
Goldman, Sachs & Co. and BofA Merrill Lynch are acting as financial advisors and Dewey & LeBoeuf LLP is acting as legal counsel to Illumina.
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