Illumina (ILMN) CEO Flatley Thinks Board is 'Highly Qualified'
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Illumina, Inc. (Nasdaq: ILMN) confirmed that Roche (OTC: RHHBY) has submitted a slate of four nominees for election to the Illumina Board of Directors at Illumina’s 2012 Annual Meeting of Stockholders, and proposed five alternate nominees.
In its notice to Illumina and a press release issued today, Roche is proposing to increase the size of Illumina’s board from nine directors to eleven directors with the newly-created directorships to be filled by candidates nominated by Roche. According to Roche, “This approach allows stockholders to elect Roche-nominated directors comprising a majority of Illumina’s board.”
Said Jay Flatley, Illumina’s President and Chief Executive Officer, “As previously announced, our Board is reviewing the tender offer launched by Roche on January 27. The Board will advise stockholders of its formal position regarding the tender offer within ten business days from that date. We continue to advise our stockholders to take no action at this time.”
With respect to Roche’s “board packing” proposal, Flatley noted that the current Illumina Board is comprised of nine highly qualified directors, eight of whom are independent. Mr. Flatley is the ninth director and, in addition to his executive titles, is a substantial Illumina stockholder. Said Flatley, “Our highly qualified Board will continue to act independently and in the best interests of stockholders.”
Goldman, Sachs & Co. and Bank of America Merrill Lynch are acting as financial advisors and Dewey & LeBoeuf LLP is acting as legal counsel to Illumina.
In its notice to Illumina and a press release issued today, Roche is proposing to increase the size of Illumina’s board from nine directors to eleven directors with the newly-created directorships to be filled by candidates nominated by Roche. According to Roche, “This approach allows stockholders to elect Roche-nominated directors comprising a majority of Illumina’s board.”
Said Jay Flatley, Illumina’s President and Chief Executive Officer, “As previously announced, our Board is reviewing the tender offer launched by Roche on January 27. The Board will advise stockholders of its formal position regarding the tender offer within ten business days from that date. We continue to advise our stockholders to take no action at this time.”
With respect to Roche’s “board packing” proposal, Flatley noted that the current Illumina Board is comprised of nine highly qualified directors, eight of whom are independent. Mr. Flatley is the ninth director and, in addition to his executive titles, is a substantial Illumina stockholder. Said Flatley, “Our highly qualified Board will continue to act independently and in the best interests of stockholders.”
Goldman, Sachs & Co. and Bank of America Merrill Lynch are acting as financial advisors and Dewey & LeBoeuf LLP is acting as legal counsel to Illumina.
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