NEW YORK (GenomeWeb News) – Sequenom said after the close of the market Friday that it has submitted an offer to the board of directors of Exact Sciences to acquire the firm in an all-stock transaction valued at $41 million.
Under the proposal, each share of Exact Sciences would be exchanged for $1.50 in Sequenom common stock. Sequenom said that offer is subject to a floating exchange rate within a 15 percent collar, in which Sequenom’s stock is trading between $20.74 and $28.06 per share. Sequenom’s shares closed at $23.02 on the Nasdaq, down nearly 6 percent for the day.
The acquisition price represents a 69 percent premium to Exact Sciences’ closing price of $.89 on Jan. 8, and a 154 percent premium to its 30-day, volume-weighted average closing price of $.59, said Sequenom.
Marlborough, Mass.-based Exact Sciences makes non-invasive, stool-based DNA screening test for colorectal cancer that is offered by licensing partner Laboratory Corporation of America.
Exact Sciences' novel cancer screening technology and hypermethylated DNA markers are highly synergistic with Sequenom's platform and complement our noninvasive diagnostics platform,” said Sequenom President and CEO Harry Stylli in a statement. “Coupled with our Sequenom Center for Molecular Medicine laboratory, we are strongly positioned to maximize Exact Sciences' oncology assets for colorectal cancer screening and potentially expand into noninvasive diagnosis of aerodigestive cancers.”
Sequenom said that its MassArray system is currently being used by cancer institutions for DNA methylation applications and noted that it recently launched the OncoCarta research panel for comprehensive molecular tumor characterization. It believes a combination with exact would position it with “one of the most comprehensive non-invasive cancer diagnostic portfolios.”
Stylli also said that the acquisition proposal would also “address the uncertainties currently challenging Exact Sciences, including the decline in its stock price, the risk of delisting from the Nasdaq Capital market, uncertain prospects for continued financing and significant execution risk.”
Exact’s shares were moved from the Nasdaq Global Market to the Nasdaq Capital Market in late November 2008, because its shares failed to meet certain listing requirements. That move followed a letter sent to the firm from Nasdaq on July 10, informing Exact that the value of its listed securities was below the minimum $50 million required for continued listing on the market. On that day, Exact’s shares closed at $1.45.
Exact’s shares rose 11 percent on Friday to close at $.99.