GRAIL and Illumina are not competitorsthis is a vertical acquisition. The deal will save lives. 2022 Illumina, Inc. All rights reserved. Illumina will host a conference call to discuss the transaction today, August 18, 2021 at 5:30 p.m. Together, we have an important opportunity to introduce routine and broadly available blood-based screening that enables early cancer detection when treatment can be more effective and less costly. BORDER-LEFT:1pt Illumina, San Diego's largest biotech company and a sequencing giant, thinks the answer is to let it acquire Grail. Interested parties may access the live teleconference through the Investor Relations section of Illuminas web site under the company tab at www.illumina.com. Illumina may also file other documents with the SEC regarding the proposed transaction. In addition, Grail shareholders will receive future payments tied to certain Grail-related revenues. It is supported by leading global investors and pharmaceutical, technology, and healthcare companies. NEW YORK - Illumina and Grail said on Monday morning that they have entered into a definitive acquisition agreement under which Illumina will purchase Grail for $8 billion in cash and stock. INVESTORS AND SECURITY HOLDERS OF GRAIL ARE URGED TO READ THE REGISTRATION STATEMENT, WHICH WILL INCLUDE THE CONSENT SOLICITATION STATEMENT/PROSPECTUS, AND ANY OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND RELATED MATTERS. Illumina expects to close the transaction in the second half of 2021. GRAIL raised approximately $2 billion to support its innovative technology platform and develop Galleri. 518-423-5907 Holders of approximately 47% of GRAIL equity interests and/or awards (on a fully diluted basis), or 54% excluding Illumina, elected to receive the CVR consideration. The final acquisition price was $8 billion. Apps, DRAGEN BORDER-TOP-COLOR:; VERTICAL-ALIGN: BOTTOM; BORDER-LEFT-COLOR:; BORDER-BOTTOM-COLOR:; TEXT-ALIGN: LEFT; PADDING-LEFT:0.50em; BORDER-RIGHT-COLOR:; PADDING-RIGHT:0.67em BORDER-COLLAPSE: COLLAPSE Illumina to Acquire GRAIL to Launch New Era of Cancer Detection, https://www.businesswire.com/news/home/20200921005256/en/. As a global company that places high value on collaborative interactions, rapid delivery of solutions, and providing the highest level of quality, we strive to meet this challenge. https://www.businesswire.com/news/home/20200921005256/en/, Media: 518-423-5907 GRAIL is a healthcare company whose mission is to detect cancer early, when it can be cured. The CVRs entitle holders to receive future payments representing a pro rata portion of certain GRAIL-related revenues each year for a 12-year period starting at close. }.q4default .prnsbbs{ Illumina to Acquire GRAIL to Launch New Era of Cancer Detection, https://www.businesswire.com/news/home/20200921005256/en/. Illumina does not assume any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws. September 21, 2020. MARGIN-LEFT:3.33em; MARGIN-TOP:0em; MARGIN-BOTTOM:0em So Illumina are pushing forward with their GRAIL acquisition. Illumina strongly believes that acquiring GRAIL is in the best interest of patients, is procompetitive, and benefits the multi-cancer early detection field as a whole. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the consummation of the proposed transaction and the anticipated benefits thereof. The company is using the power of next-generation sequencing, population-scale clinical studies, and state-of-the-art computer science and data science to overcome one of medicines greatest challenges. View original content to download multimedia:https://www.prnewswire.com/news-releases/illumina-acquires-grail-to-accelerate-patient-access-to-life-saving-multi-cancer-early-detection-test-301358390.html. Despite looming antitrust investigations on both sides of the Atlantic, Illumina has pushed forward with finalizing its $8 billion deal to acquire Grail, maker of a newly launched blood test to det No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law. Illumina will host a conference call to discuss the transaction today, September 21, 2020 at 8:00 a.m. EDT. GRAIL is focused on saving lives and improving health by pioneering new technologies for early cancer detection. An earlier version of Galleri was able to detect more than 50 cancer types, over 45 of which have no recommended screening in the United States. Illumina's acquisition of GRAIL is driven by the belief that this test should be available to as many people as possible as quickly as possible. SAN DIEGO & MENLO PARK, Calif.- (BUSINESS WIRE)- Illumina, Inc. (NASDAQ: ILMN) and GRAIL, a healthcare company whose mission is focused on multi-cancer early detection, today announced they have entered into a definitive agreement under which Illumina will acquire GRAIL for cash and stock consideration of $8 billion upon closing of the transaction. Alternatively, individuals can access the call by dialing the Toll-Free Dial-In Number: (866) 211-4597, or the International Dial-In Number: (647) 689-6853 outside North America, both with Conference ID:9955888. All trademarks are the property of Illumina, Inc. or their respective owners.For specific trademark information, see www.illumina.com/company/legal.html. It is mission critical for us to deliver innovative, flexible, and scalable solutions to meet the needs of our customers. mburns@grailbio.com, Investors: 2 Additional Information and Where to Find It. Last year, Illumina announced its plan to buy Grail for roughly $8 billion. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Illuminas financial condition, results of operations, credit rating or liquidity. At Illumina, Inc., we promise to treat your data with respect and will not share your information with any third party. This communication contains forward-looking statements within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Illumina, Inc. (NASDAQ: ILMN) and GRAIL, a healthcare company whose mission is focused on multi-cancer early detection, today announced they have entered into a definitive agreement under which Illumina will acquire GRAIL for cash and stock consideration of $8 billion upon closing of the transaction. GRAIL raised approximately $2 billion to support its innovative technology platform and develop Galleri. The acquisition drew concerns in the U.S. and . To learn more, visitwww.illumina.comand connect with us onTwitter,Facebook,LinkedIn,Instagram, andYouTube. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements, including the failure to consummate the proposed transaction or to make any filing or take other action required to consummate such transaction in a timely matter or at all. Goldman Sachs & Co. LLC is serving as exclusive financial advisor and Cravath, Swaine & Moore LLP is serving as legal advisor to Illumina. TEXT-ALIGN: LEFT Our focus on innovation has established us as the global leader in DNA sequencing and array-based technologies, serving customers in the research, clinical and applied markets. We expect the transaction will be accretive to Illumina revenue starting in 2021, and to meaningfully accelerate revenue growth over time. (c) During the third quarter of 2022, the company recognized $3.91 billion in goodwill impairment related to . The company is using the power of next-generation sequencing, population-scale clinical studies, and state-of-the-art computer science and data science to overcome one of medicines greatest challenges. }.q4default .prnsbt1{ Based on past experience, when Illumina enters a market, the market expands. Grail stockholders excluding . Morgan Stanley & Co. LLC is serving as exclusive financial advisor and Latham & Watkins LLP is serving as legal advisor to GRAIL. Both companies issued a statement earlier this morning discussing the proposed deal. Retailer Reg: 2019--2018 | The agreement has been approved by the Boards of Directors of Illumina and GRAIL. We believe multi-cancer early detection technology could address a tremendous unmet need and reduce the cancer burden worldwide. The acquisition of the Grail will expand Illumina's portfolio with the addition of cancer screening, diagnosis and cancer monitoring solutions. Otherwise, the company is locked into a situation where the deal terms will expire before there is a chance for full review; the clock will just run out. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements, including the failure to consummate the proposed transaction or to make any filing or take other action required to consummate such transaction in a timely matter or at all. Together, we have an important opportunity to introduce routine and broadly available blood-based screening that enables early cancer detection when treatment can be more effective and less costly. Our products are used for applications in the life sciences, oncology, reproductive health, agriculture and other emerging segments. About Illumina Following the acquisition of GRAIL on August 18, 2021, Illumina has two reportable segments, Core Illumina and GRAIL. GRAIL is headquartered in Menlo Park, California, with locations in Washington, D.C., North Carolina, and the United Kingdom. The proposed acquisition comes hot on . }.q4default .prngen8{ After submitting your request, you will receive an activation email to the requested email address. Our focus on innovation has established us as the global leader in DNA sequencing and array-based technologies, serving customers in the research, clinical and applied markets. The transaction is subject to customary closing conditions, including applicable regulatory approvals. We expect the transaction will be accretive to Illumina revenue starting in 2021, and to meaningfully accelerate revenue growth over time. At Illumina, our goal is to apply innovative technologies to the analysis of genetic variation and function, making studies possible that were not even imaginable just a few years ago. Library Prep & Array Kit Selector; Gene Panel & Array Finder; Sequencer Comparison Tool; DesignStudio Custom Assay Designer Illumina Inc, a global leader in genomics, said on Monday that it would acquire Grail, a healthcare company whose mission is focused on early detection of multi-cancer, for cash and stock. To learn more, visit www.illumina.com and connect with us on Twitter, Facebook, LinkedIn, Instagram, and YouTube. GRAIL stockholders, including Illumina, are entitled to cash consideration of approximately $3.5 billion or, excluding Illumina, approximately $3.1 billion. Revenue above $1 billion each year will be subject to a 9% contingent payment right during this same period. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Illuminas financial condition, results of operations, credit rating or liquidity. Illumina innovative sequencing and array technologies are fueling groundbreaking advancements in life science research, translational and consumer genomics, and molecular diagnostics. Address of host server location: 5200 Illumina Way, San Diego, CA 92122 U.S.A. All trademarks are the property of Illumina, Inc. or their respective owners. Salli Schwartz, Vice President lllumina Investor Relations5200 Illumina WaySan Diego, CA 92122, Computershare Trust Company, N.A.250 Royall StreetCanton, MA 02021. These risks, as well as other risks associated with the proposed transaction, will be more fully discussed in the consent solicitation statement/prospectus that will be included in the registration statement on Form S-4 that will be filed with the SEC in connection with the proposed transaction. The reasons to reunite the two companies are compelling: "Just as we are now able to screen for early-stage diabetes and high cholesterol, we will soon be able to conduct multi-cancer early detection with a simple blood test in your doctor's office," said Francis deSouza, Chief Executive Officer of Illumina. In addition, GRAIL stockholders will receive future payments . In advance of this anticipated issuance, Illumina has obtained financing commitments for a $1.0 billion bridge facility with Goldman Sachs Bank USA. GRAIL stockholders were entitled, at their election, to receive contingent value rights (CVRs) or additional shares of Illumina common stock. This will reflect a 2.5% payment right to the first $1 billion of revenue each year for 12 years. kbirmingham@illumina.com, Matt Burns jcraighead@grailbio.com. Illumina will host a conference call to discuss the transaction today, September 21, 2020 at 8:00 a.m. EDT. Aug 24 (Reuters) - The U.S. Federal Trade Commission on Tuesday said it seeks to unwind life science company Illumina Inc's (ILMN.O) $7.1 billion acquisition of Grail Inc (GRAL.O), alleging. The acquisition will allow Illumina to bring GRAIL's lifesaving testing to more patients, more quickly and at a lower cost." While the Court process is ongoing, Illumina will continue to work with the European Commission's Directorate-General for Competition to bring the review to a conclusion as quickly as possible. Investors and security holders may obtain free copies of the registration statement on Form S-4 (when available), which will include the consent solicitation statement/prospectus, and other documents filed with the SEC by Illumina through the website maintained by the SEC atwww.sec.gov, through Illuminas Investor Relations page (investor.Illumina.com) or by writing to Illumina Investor Relations, 5200 Illumina Way, San Diego, CA 92122. General Inquiries. Since then, US and European regulators . Illumina will offer GRAIL stockholders the option to receive additional cash and/or stock consideration, in an amount to be determined prior to closing, in lieu of the contingent value rights. This includes $3.5 billion. BORDER-RIGHT:1pt It is supported by leading global investors and pharmaceutical, technology, and healthcare companies. You can unsubscribe to any of the investor alerts you are subscribed to by visiting the unsubscribe section below. At Illumina, our goal is to apply innovative technologies to the analysis of genetic variation and function, making studies possible that were not even imaginable just a few years ago. Cautionary Notes on Forward-Looking Statements. Goldman Sachs & Co. LLC is serving as exclusive financial advisor and Cravath, Swaine & Moore LLP is serving as legal advisor to Illumina. Illumina may also file other documents with the SEC regarding the proposed transaction. The rumors are indeed true - Illumina is attempting to acquire early cancer detection specialist Grail for about $8 billion. GRAIL plans to follow Galleri with future blood-based tests for cancer diagnosis, detection and post-treatment monitoring of cancer patients. Additional Information and Where to Find It. }.q4default .prnsbr0{ Host: https://www.illumina.com | The collar on the stock consideration will ensure that GRAIL stockholders excluding Illumina receive a number of Illumina shares equal to approximately $4 billion in value if the 20-trading-day volume weighted average price of Illumina stock as of 10 trading days prior to closing is between $295 and $399. Additional Information and Where to Find It. We are excited about this next step in our journey to transform cancer detection and outcomes and create value for patients and their families and communities, health care providers and payors, employers, and stockholders.. The longer it takes to bring Galleri to market, the more lives will be lost. This will reflect a 2.5% payment right to the first $1 billion of revenue each year for 12 years. The alternative additional stock consideration (that GRAIL stockholders could elect to receive in lieu of CVRs) consisted of up to $850 million of shares of Illumina common stock, with the number of shares issued capped at a specified amount if the 20-trading-day volume weighted average price of Illumina stock as of 10 trading days prior to closing is less than $280, which did not occur. You must click the activation link in order to complete your subscription. The transaction is subject to customary closing conditions, including applicable regulatory approvals. (a) See the tables included in "Results of Operations - Non-GAAP" section below for reconciliations of these GAAP and non-GAAP financial measures. VERTICAL-ALIGN: BOTTOM This will reflect a 2.5% payment right to the first $1 billion of revenue each year for 12 years. BORDER-RIGHT:0pt For specific trademark information, see www.illumina.com/company/legal.html. To learn more, visit www.illumina.com and connect with us on Twitter, Facebook, LinkedIn, Instagram, and YouTube. The agreement has been approved by the Boards of Directors of Illumina and GRAIL. In a March 2021 press release announcing that it was challenging Illumina's acquisition of Grail in court, The Federal Trade Commission stated that, "Illumina is the only provider of DNA . Under the terms of the agreement, at closing, GRAIL stockholders (including Illumina) will receive total consideration of $8 billion, consisting of $3.5 billion in cash and $4.5 billion in shares of Illumina common stock, subject to a collar. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Illumina's acquisition of GRAIL will accelerate the global adoption of Galleri, the only blood test capable of detecting more than 50 different types of cancer with >99% specificity. In September 2020, Illumina agreed to acquire Grail, a U.S.-based developer of blood tests for multiple early stage cancers, for US$7.1 billion. Galleri is among the most promising new tools in the fight against cancer, and we are thrilled to welcome GRAIL back to Illumina to help transform cancer care using genomics and our NGS platform, said Francis deSouza, Illuminas President and Chief Executive Officer. For Research Use Only. 646-355-2111 Illumina, and GRAIL, a healthcare company whose mission is focused on multi-cancer early detection, announced they have entered into a definitive agreement under which Illumina will acquire GRAIL for cash and stock consideration of $8 billion upon closing of the transaction. Not for use in diagnostic procedures (except as specifically noted). You can sign up for additional alert options at any time. In connection with the proposed transaction, Illumina, Inc. (the "Company") intends to file with the SEC a registration statement on Form S-4 that will include a preliminary prospectus with respect to the . In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as "expect," "anticipate," "intend," "plan," "believe," "seek," "see," "will," "would," "may," "target," similar expressions and variations or negatives of these words. Under the terms of the agreement, at closing, GRAIL stockholders (including Illumina) will receive total consideration of $8 billion, consisting of $3.5 billion in cash and $4.5 billion in shares of Illumina common stock, subject to a collar. From fighting the COVID-19 pandemic to matching . The European Commission (EC) Tuesday announced its decision to prohibit US biotechnology company Illumina's acquisition of the cancer-test provider GRAIL, citing concerns on the takeover's impact on competition in the market. Illumina is improving human health by unlocking the power of the genome. In total, we will be issuing approximately 9.8 million shares of Illumina common stock as part of this acquisition. Our focus on innovation has established us as the global leader in DNA sequencing and array-based technologies, serving customers in the research, clinical and applied markets. Salli Schwartz, Vice President lllumina Investor Relations 5200 Illumina Way San Diego, CA 92122. BORDER-TOP:1pt; BORDER-RIGHT:1pt; VERTICAL-ALIGN: BOTTOM; BORDER-BOTTOM:black 1pt solid; TEXT-ALIGN: LEFT; PADDING-LEFT:0.50em; BORDER-LEFT:1pt; PADDING-RIGHT:0.50em Combining forces with Illumina enables broader and faster adoption of GRAILs innovative, multi-cancer early detection blood test, enhancing patient access and expanding global reach. But the deal isn't final. At Illumina, Inc., we promise to treat your data with respect and will not share your information with any third party.
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