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Sequenom Begins Exchange Offer for Exact Sciences Shares

NEW YORK (GenomeWeb News) – Sequenom today said that it has commenced an exchange offer to Exact Sciences in an all-stock transaction valued at around $41 million.

Under the terms of the offer, each share of Exact Sciences is exchangeable for $1.50 in Sequenom common stock. The offer is subject to a 15 percent collar that fixes the exchange ratio if the price of Sequenom's stock is more than $28.06 or less than $20.74 per share.

As of mid-morning, Exact's shares were trading at $1.49 and Sequenom's shares were trading at $24.28.

Sequenom announced its plans to acquire Exact on Jan. 12, but Exact's board has refused to accept the offer.

"We remain hopeful that Exact Sciences' board will ultimately recognize the value inherent in a combination of the two companies and work directly with us to complete a transaction," Harry Stylli, president and CEO of Sequenom, said in a statement today.

Stylli added that Sequenom will terminate the offer if Exact Sciences "enters into any out-licensing agreement, collaboration, or financial restructuring."

The exchange offer, which is subject to customary conditions including a minimum tender of at least 75 percent of Exact's outstanding shares, is scheduled to expire on March 24.

The offer is in line with Sequenom's strategy to expand its molecular diagnostics portfolio. The firm yesterday purchased certain assets of SensiGen for $8.7 million in cash and stock.

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