Glass Lewis Becomes Third Independent Proxy Advisory Firm to Support
Illumina’s Current Board of Directors
SAN DIEGO--(BUSINESS WIRE)--Apr. 10, 2012--
Illumina, Inc. (NASDAQ:ILMN), a leading developer, manufacturer, and
marketer of life science tools and integrated systems for the analysis
of genetic variation and function, today announced that independent
proxy advisory firm Glass, Lewis & Co., LLC (“Glass Lewis”) has
recommended that Illumina’s stockholders vote for the election of
Illumina’s highly qualified nominees at its 2012 Annual Meeting of
Stockholders by completing the WHITE
proxy card.
“We are very pleased that all three of the leading proxy advisors –
Institutional Shareholder Services, Glass Lewis and Egan-Jones – have
now recommended that their clients support the re-election of Illumina’s
slate of directors and vote against all of Roche’s proposals at
Illumina’s upcoming Annual Meeting,” said Jay T. Flatley, President and
CEO of Illumina. “The simple fact remains that Roche’s unsolicited offer
clearly undervalues Illumina and that our highly qualified and
experienced directors are best positioned to create value for Illumina’s
stockholders. We are confident that Illumina’s stockholders will reject
Roche’s hostile and opportunistic efforts to acquire Illumina at a
grossly inadequate price.”
In its April 9, 2012 report, Glass Lewis stated:
|
|
|
"…we expect the Dissident's solicitation is intended to serve as
little more than additional pressure to complete the transaction on
Roche's terms, irrespective of whether they appropriately reflect
Illumina's forward value or the board's ability to execute the
Company's stand-alone business plan in the current operational
climate. With that considered, we find no cause for shareholders to
support Roche's candidates, nor do we find any reason for
shareholders to accept such an expeditious engagement as appropriate
in the context of multi-year lows in share price and valuation for
Illumina."– Glass, Lewis & Co., LLC, April 9, 2012*
|
Illumina urges its stockholders to vote their WHITE
proxy card today to re-elect four highly qualified, experienced and
well-informed directors -- A. Blaine Bowman; Karin Eastham; Jay T.
Flatley, President and CEO; and William H. Rastetter, Chairman -- to
Illumina’s Board. Illumina’s director nominees are committed to acting
in the best interests of all stockholders. If stockholders have
questions about how to vote their shares on the WHITE
proxy card, or need additional assistance, they should contact the firm
assisting Illumina in the solicitation of proxies:
|
INNISFREE M&A INCORPORATED
|
|
Stockholders Call Toll-Free: (888) 750-5835
|
|
Banks and Brokers Call Collect: (212) 750-5833
|
Goldman, Sachs & Co. and BofA Merrill Lynch are acting as financial
advisors and Dewey & LeBoeuf LLP is acting as legal counsel to Illumina.
* Permission to quote from the Glass Lewis report was neither sought
nor obtained.
About Illumina
Illumina (www.illumina.com)
is a leading developer, manufacturer, and marketer of life science tools
and integrated systems for the analysis of genetic variation and
function. We provide innovative sequencing and array-based solutions for
genotyping, copy number variation analysis, methylation studies, gene
expression profiling, and low-multiplex analysis of DNA, RNA, and
protein. We also provide tools and services that are fueling advances in
consumer genomics and diagnostics. Our technology and products
accelerate genetic analysis research and its application, paving the way
for molecular medicine and ultimately transforming healthcare.
FORWARD-LOOKING STATEMENTS
This communication may contain statements that are forward-looking.
Forward-looking statements are subject to known and unknown risks and
uncertainties and are based on potentially inaccurate assumptions that
could cause actual results to differ materially from those expected or
implied by the forward-looking statements. Among the important factors
that could cause actual results to differ materially from those in any
forward-looking statements are (i) our ability to develop and
commercialize further our sequencing, BeadArray™, VeraCode®,
Eco™, and consumables technologies and to deploy new sequencing,
genotyping, gene expression, and diagnostics products and applications
for our technology platforms, (ii) our ability to manufacture robust
instrumentation and consumables, (iii) significant uncertainty
concerning government and academic research funding worldwide as
governments in the United States and Europe, in particular, focus on
reducing fiscal deficits while at the same time confronting slowing
economic growth, (iv) business disruptions associated with the tender
offer commenced by CKH Acquisition Corporation, a wholly owned
subsidiary of Roche Holding Ltd, and (v) other factors detailed in our
filings with the U.S. Securities and Exchange Commission (“SEC”),
including our most recent filings on Forms 10-K and 10-Q, or in
information disclosed in public conference calls, the date and time of
which are released beforehand. Illumina undertakes no obligation, and
does not intend, to update these forward-looking statements.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
This communication does not constitute an offer to buy or a solicitation
of an offer to sell any securities. In response to the tender offer
commenced by CKH Acquisition Corporation, a wholly owned subsidiary of
Roche Holding Ltd, Illumina has filed a solicitation/recommendation
statement on Schedule 14D-9 with the SEC. INVESTORS AND SECURITY HOLDERS
OF ILLUMINA ARE URGED TO READ THE SOLICITATION/RECOMMENDATION STATEMENT
AND OTHER DOCUMENTS FILED WITH THE SEC (WHEN THEY BECOME AVAILABLE)
CAREFULLY IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT INFORMATION.
Investors and security holders are able to obtain free copies of these
documents and other documents filed with the SEC by Illumina (when they
become available) through the web site maintained by the SEC at http://www.sec.gov.
Investors and security holders also are able to obtain free copies of
these documents, and other documents filed with the SEC by Illumina
(when they become available), from Illumina by directing a request to
Illumina, Inc., Attn: Investor Relations, Kevin Williams, MD, kwilliams@illumina.com.
In addition, in connection with its 2012 Annual Meeting of Stockholders,
Illumina has filed a definitive proxy statement and a WHITE proxy card
with the SEC on March 19, 2012, and has mailed the definitive proxy
statement and WHITE proxy card to its security holders. INVESTORS AND
SECURITY HOLDERS OF ILLUMINA ARE URGED TO READ THE DEFINITIVE PROXY
STATEMENT AND THE WHITE PROXY CARD FOR THE 2012 ANNUAL MEETING OF
STOCKHOLDERS AND OTHER DOCUMENTS FILED WITH THE SEC (WHEN THEY BECOME
AVAILABLE) CAREFULLY IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT
INFORMATION. Investors and security holders are able to obtain free
copies of the definitive proxy statement and other documents filed with
the SEC by Illumina (when they become available) through the web site
maintained by the SEC at http://www.sec.gov.
Investors and security holders also are able to obtain free copies of
the definitive proxy statement and other documents filed with the SEC by
Illumina (when they become available), from Illumina by directing a
request to Illumina, Inc., Attn: Investor Relations, Kevin Williams, MD, kwilliams@illumina.com.
CERTAIN INFORMATION REGARDING PARTICIPANTS IN THE SOLICITATION
Illumina and certain of its directors and executive officers may be
deemed to be participants in the solicitation of proxies in connection
with Illumina’s 2012 Annual Meeting of Stockholders under the rules of
the SEC. Security holders may obtain information regarding the names,
affiliations and direct and indirect interests (by security holdings or
otherwise) of Illumina’s directors and executive officers in
(i) Illumina’s Annual Report on Form 10-K for the year ended January 1,
2012, which was filed with the SEC on February 24, 2012, and
(ii) Illumina’s definitive proxy statement for its 2012 Annual Meeting
of Stockholders, which was filed with the SEC on March 19, 2012. To the
extent that Illumina’s directors’ and executive officers’ holdings of
Illumina’s securities have changed from the amounts printed in the
definitive proxy statement for the 2012 Annual Meeting of Stockholders,
such changes have been or will be reflected on Statements of Changes in
Beneficial Ownership on Form 4 filed with the SEC. These documents can
be obtained free of charge from the sources indicated above.

Source: Illumina, Inc.
Investors:
Illumina
Kevin Williams, MD, 858-332-4989
or
Innisfree
M&A Incorporated
Scott Winter, 212-750-5833
or
Media:
Sard
Verbinnen & Co
Matt Benson, 415-618-8750
or
Sard
Verbinnen & Co
Cassandra Bujarski, 310-201-2040