Roche, Foundation Medicine Reach Definitive Merger Agreement -- Update

(Adds details on Roche's stake in FMI, background on FMI.)

 
   By Pietro Lombardi 
 

Roche Holding AG (ROG.EB) and Foundation Medicine Inc. (FMI) have reached a definitive merger agreement, under which Roche will pay $2.4 billion to buy the shares in the U.S. company that it doesn't already own.

Switzerland-based Roche, whose holding in FMI stands at roughly 57% according to FactSet, said Tuesday it will pay $137 a share in cash under the agreement--a premium of 29% to Foundation Medicine's closing price on Monday. The deal, approved by the boards of both companies, values FMI at $5.3 billion.

Based in Cambridge, Massachusetts, FMI is a molecular-information company focused on personalized cancer care. The company offers "comprehensive genomic profiling [CGP] assays to identify the molecular alterations in a patient's cancer and match them with relevant targeted therapies, immunotherapies and clinical trials," Roche said.

The pharmaceutical expects to close the transaction in the second half of 2018.

"This is important to our personalized healthcare strategy as we believe molecular insights and the broad availability of high-quality comprehensive genomic profiling are key enablers for the development of, and access to, new cancer treatments. We will preserve FMI's autonomy while supporting them in accelerating their progress," said Daniel O'Day, chief executive of Roche Pharmaceuticals.

Citi is acting as financial advisors to Roche and Davis Polk & Wardwell LLP is acting as legal counsel. Goldman Sachs & Co. LLC will serve as financial advisor to the FMI special committee and Goodwin Procter LLP as legal counsel to the FMI special committee.

Write to Pietro Lombardi at [e-mail]

(END) Dow Jones Newswires

June 19, 2018 02:33 ET (06:33 GMT)

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