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Basel, Switzerland
29 March 2007
Roche and CuraGen today
announced that they have signed a definitive agreement under
which Roche will acquire 100% of
454 Life Sciences, a majority-owned subsidiary of CuraGen
Corporation, active in high-throughput DNA sequencing. Under the
terms of the agreement, Roche will pay 454 Life Sciences’
shareholders USD 140 million in cash. In addition to the payment
from Roche, 454 Life Sciences’ shareholders may receive up to
USD 14.9 million in cash from the holders of currently
outstanding stock options and warrants if these are exercised.
454 Life Sciences and Roche have an existing research and
marketing collaboration under which Roche Diagnostics is the
exclusive worldwide distributor of the Genome Sequencer systems
based on 454 Life Science’s ultrafast 454 Sequencing technology.
This acquisition will give Roche Diagnostics access to 454’s
future generations of sequencing products and the use of 454
Sequencing for in-vitro diagnostic applications.
"This acquisition is part of our strategy to strengthen our
position as a major player in the sequencing market. Our
existing collaboration is very successful and we welcome 454
Life Sciences and its employees to the Roche Diagnostics
Division,"said Severin Schwan, CEO Division Roche Diagnostics
and Member of the Corporate Executive Committee of Roche.
454 Life Sciences as part of Roche Diagnostics will continue to
provide powerful sequencing systems to the markets. The Genome
Sequencer 20 System and the new Genome Sequencer FLX System, one
of the important new products of Roche Diagnostics, have been
established in sequencing laboratories all over the world for a
wide range of research applications.
Roche plans to maintain the 454 Life Sciences facility in
Branford, Connecticut with its 167 employees as a fully
integrated part of the Roche Diagnostics organization. This
transaction is subject to certain closing conditions, including
regulatory approvals. Approval by CuraGen or Roche shareholders
is not required for the transaction to be consummated.
About 454 Life Sciences
454 Life Sciences, a majority-owned subsidiary of CuraGen
Corporation, develops and commercializes novel instrumentation
for high-throughput DNA sequencing. Specific applications
include whole-genome sequencing, RNA analysis and ultra-deep
sequencing of target genes. The hallmarks of 454 Sequencing are
its simple, unbiased sample preparation and massively parallel
sequencing, which makes large-scale scientific projects feasible
and more affordable. In 2005, 454 Sequencing and the Genome
Sequencer 20 System won The Wall Street Journal’s top Innovation
Award for 2005, and received an R&D 100 Editor’s Choice Award as
one of the most technologically significant products in 2006.
The 454 Sequencing Center offers sequencing services directly to
customers on a fee for service basis. The Genome Sequencer
systems are exclusively distributed for 454 Life Sciences by
Roche Applied Science, a business area of Roche Diagnostics.
Additional information about 454 Life Sciences is available on
the Internet at www.454.com.
About Roche
Headquartered in Basel, Switzerland, Roche is one of the world’s
leading research-focused healthcare groups in the fields of
pharmaceuticals and diagnostics. As the global leader in
biotechnology, Roche contributes on a broad range of fronts to
improving people’s health and quality of life by supplying
innovative products and services for the early detection,
prevention, diagnosis and treatment of diseases. Roche is the
world leader in in-vitro diagnostics, the leading supplier of
drugs for cancer and transplantation and a market leader in
virology. It is also engaged in other important therapeutic
areas including autoimmune, inflammatory and metabolic disease
and diseases of the central nervous system. In 2006 sales by the
Pharmaceuticals Division totalled 33.3 billion Swiss francs, and
the Diagnostics Division posted sales of 8.7 billion Swiss
francs. Roche employs roughly 75,000 people worldwide and has
R&D agreements and strategic alliances with numerous partners,
including majority ownership interests in Genentech and Chugai.
Additional information about the Roche Group is available on the
Internet at www.roche.com.
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