Round three ensues in hostile takeover attempt of Illumina by Roche

BASEL, Switzerland—As is so often the case with unsolicited tender offers to acquire a company, otherwise known as the "hostile takeover," the first few days of the process tend to be hectic, and the tug-of-war between Roche and Illumina Inc. is no different. In this case, a Wednesday announcement that Roche was taking its offer to acquire Illumina straight to shareolders and Illumina's "hold tight" advice to them; a Thursday announcement that Illumina was instituted a stockholder rights agreement, often called a "poison pill," as a protective measure in the wake of Roche proposal; and today Roche's counter-response and Illumina's deepening entrenchment against the acquisition.

Roche noted today that "Although not unexpected," the company is disappointed thatIllumina's board of directors "has been unwilling to participate insubstantive discussions with Roche regarding a negotiated transaction and hasinstead adopted this shareholder rights plan in response to the offer toacquire Illumina."

Roche has reiterated that its all-cash offer represents "a substantial premium andRoche is confident that Illumina shareholders will see the value of the offer."

Roche says it firmly believes that its $5.7 billion offer delivers fulland fair value to Illumina shareholders, based on the current market outlook.

On Jan. 25, Roche announced an offer toacquire all outstanding shares of Illumina for $44.50 per share in cash, which was apremium of 64 percent over Illumina's closing stock price on Dec. 21, 2011, theday before market rumors about a potential transaction between Roche andIllumina drove Illumina's stock price significantly higher; a 61 percent premium overthe one-month historical average; and a 43 percent premium over the three-monthhistorical average of Illumina's share price.