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Exelixis Announces Terms of Offer for Genomica s Stock

NEW YORK, Nov. 29 – Exelixis announced Thursday the terms of the offer to acquire bioinformatics company Genomica and said that Genomica’s board of directors had unanimously recommended to stockholders to accept the exchange offer.

Exelixis said it would achieve the exchange ratio of its common stock for outstanding shares of Genomica common stock by dividing the value of Genomica’s common stock by the greater of $13.30285 or the average closing sales price of Exelixis common stock during the 18 trading-day period ending two trading days before the initial expiration of the exchange offer on December 27.

The value of Genomica's common stock will be determined by dividing $110 million by the number of shares of Genomica common stock, preferred stock, options, and warrants. 

Exelixis of South San Francisco, Calif., announced on November 19 that it planned to acquire Genomica of Boulder, Colo., in a stock deal valued at $110 million.

At the time, Exelixis said that it was interested in gaining access to the $110 million Genomica has in its coffers. The company has indicated that it would use Genomica's software for its internal drug discovery program but would not continue commercializing the tools.

The deal is scheduled to close during the first quarter of 2002.

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