Ventana continues to brush off Roche's advances

By Dr Matt Wilkinson

- Last updated on GMT

Related tags: Roche, Takeover

Roche's latest takeover bid extension has been brushed off by
histopathology diagnostics expert Ventana as it believes 'it is
worth significantly more' than the current $3bn (€2.1bn) offer.

The hostile takeover bid was initiated by Roche at the end of June​ to enable the company to further its ability to personalise its anticancer portfolio by supplying diagnostic tests to predict patient response. Personalised medicine is becoming an increasingly hot topic as a patient's genetic makeup can play a crucial role in the efficacy and safety of a therapy. Indeed, in December last year the French Industrial Innovation Agency investing over €100m in the Advanced Diagnostics and New Therapeutic Approaches (ADNA)​ program designed to enable earlier disease detection, predict the appropriate therapy and facilitate monitoring of treatment response. Roche's latest tender offer extension comes after Ventana's shareholders have continued to resist the approach for the company, which had recorded a net income of $31.6m from total sales of $238m in 2006. The $75 per share offer has been extended to November 1, 2007 although with the company's shares currently trading at $83.75 investors would be foolish to accept, at least in the short term. Shareholders obviously agree with Ventana's board that the $3bn offer undervalues the company, with the latest statement from the company claiming that "substantially all" of its investors have rejected the offer. This is backed up by the fact that the 63, 541 shares that have so far been tendered to Roche represent only 0.187 per cent of Ventana's outstanding shares. "Ventana is worth significantly more than Roche is offering. We are continuing to build momentum in our core businesses and are increasingly well positioned to capitalise on the significant potential of the emerging field of companion diagnostics and personalised medicine,"​ said the company in the statement. "Our Board of Directors once again recommends that stockholders not tender any of their shares to Roche." ​ Earlier this year, Ventana's diagnostic kit PATHWAY HER-2/neu (4B5) diagnostic kit for the assessment of breast cancer patients for whom Roche and Genentech's blockbuster drug Herceptin (trastuzumab) was approved by the US Food and Drug Administration (FDA). The company has recently improved its ability to quickly develop such tests with its 5 September $28.9m acquisition of Spring BioScience, a developer and supplier of next-generation rabbit monoclonal antibodies. These antibodies are essential components for its advanced staining technologies and will enable the company to develop its SISH (silver enhanced in situ​ hybridisation) and Quantum Dot diagnostic products faster with greater control over its supply chain. The battle for ownership of the company has been publicised in a series of open and combative letters that are designed to poison the employees against the takeover bid. In a previous interview​, Landsbanki Kepler analyst, Denise Anderson said that: "the hostile communication tone leaves questions about clear next steps, especially keeping in mind the 'poison pill' and the fact that no other bidders have come forward."

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