By Christopher P. Singer --
In a March 12, 2009 press release, Roche and Genentech announced that the two companies had agreed on terms of a merger agreement. According to the report, the terms of the agreement include Roche's cash acquisition of all outstanding publicly held shares of Genentech stock at $95 per share, which will total about $46.8 billion. The combined company will be the seventh largest U.S. pharmaceutical company in terms of market share, generating approximately $17 billion in annual revenues. Roche has held a majority ownership interest in Genentech for some time.
Representatives from both companies indicated that they were pleased that the ongoing negotiations had come to a successful conclusion and look forward to completing the transaction as quickly as possible. According to the press release, initial reorganization plans include forming an independently operating center for research and early development, and converting Genentech's South San Francisco site to headquarters for U.S. commercial operations for the combined companies.
Roche's tender offer remains subject to the condition that a majority of the public shareholders tender their shares. Genentech's special board, which has handled the negotiations with Roche, has recommended that its shareholders accept Roche's offer. The expiration date for the offer is March 25, 2009. As of the close of business on March 11, 2009, approximately 2.9 million shares have been tendered pursuant to the offer.
Additional information about the transaction, including the offering documents, can be found here. Genentech's recommendation to stockholders on Schedule 14D-9 to accept Roche's offer will be made available on Genentech's website, and via EDGAR on the SEC's website.
For additional information regarding this topic, please see:
• Genentech's press release
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