harvester schreef op 28 december 2017 23:20:
even terug in de tijd:Roche has owned a majority of Genentech since 1990 - en kocht de rest uit in 2009. (9 jaar zelfstandigheid erbij nadat Roche de meerderheid verwierf).
By ANDREW POLLACKMARCH 12, 2009
Roche Holding’s agreement on Thursday to acquire full ownership of Genentech for $46.8 billion is the third big drug industry merger this year. But it is different from the other two — Pfizer’s $68 billion proposal to acquire Wyeth and Merck’s $41 billion deal with Schering-Plough — in crucial ways.
Pfizer and Wyeth are strangers, and Merck and Schering have a joint venture on cholesterol drugs but are otherwise not related. And in both those deals, executives describe potential costs savings as a big benefit.
But Roche has owned a majority of Genentech since 1990, and it says cost savings, expected to be $750 million to $850 million a year, are not the main goal of the deal; the goal is to improve coordination on product development. That could make it easier to integrate the two companies.
“It should be very easy because practically the entire portfolio is in common,” said Viren Mehta, managing member of Mehta Partners, a consulting firm that advises drug companies and investors. “These two companies have grown up closer than any two independent companies could be expected to be.”
And yet the challenge for Roche, a big Swiss company, will be integrating the two companies without ruining Genentech’s free-wheeling and innovative culture and sending its top managers and scientists out the door. The culture clash between Roche and Genentech could be greater than that between Pfizer and Wyeth or between Merck and Schering-Plough, all of which are traditional big drug companies.
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Laurence Lasky, a Silicon Valley venture capitalist who spent 20 years as a scientist at Genentech, said he expected top managers of Genentech to leave Roche. “They’re Swiss and Genentech is a bunch of entrepreneurial California cowboys.”
Genentech, which was founded in 1976, said its executives would not comment.
After eight months of resistance, Genentech agreed Thursday to a deal in which Roche will pay $95 a share for the 44 percent of Genentech that it does not own. The deal would end the independent existence of what is widely considered the world’s oldest and most successful biotechnology company.
Genentech shareholders must still tender their shares, but they are expected to do so because a committee of Genentech’s directors recommended the deal.
Photo
Franz Humer, left, chairman of Roche, with Severin Schwan, chief executive. Roche said it was acquiring the rest of Genentech to improve their coordination on product development. Credit Michael Buholzer/Reuters
The new price is higher than the $89 Roche offered in July and a bit higher than its offer last Friday of $93. While Genentech directors initially asked for $112, they came to realize that price was unrealistic in the face of sharply falling world stock markets, according to a regulatory filing by Genentech.
Franz B. Humer, Roche’s chairman, said in an interview that he would meet with Arthur D. Levinson, Genentech’s chief executive, and Genentech’s top scientists. One issue, he said, would be to come up with an alternative to the stock options that have been a big financial incentive for Genentech employees.
Roche has said Genentech’s research and early clinical trial operations will retain autonomy so the culture can be preserved. It also has said the combined United States commercial business of both companies will be based at Genentech’s headquarters in South San Francisco, Calif., rather than in Nutley, N.J., where Roche’s American business is based. The drug portfolios of will be sold under the Genentech brand in the United States.
Pfizer and Merck have said their acquisitions will move them more into drugs made through biotechnology, which have more protection from generic competition than the chemical-based drugs the companies now sell. Roche goes further, saying its purchase of Genentech will make it the largest biotechnology company in the world.
Pfizer and Merck will also get other diversification from their deals, picking up vaccines in the case of Pfizer and consumer products in the cases of both Pfizer and Merck. Some big drug companies have been hoping that consumer products, generic drugs or medical devices might shield them from the storms buffeting their industry, with patent expirations, pricing pressures and tougher regulatory hurdles.
Roche, by contrast, says it has no interest in generic drugs or consumer products and wants to stick to its specialty.
“You go deep rather than broad,” Bill Burns, the head of Roche’s pharmaceutical business, said in an interview last month. The one exception is that Roche has become a leader in diagnostics, which increasingly will be used to tell which patients should receive a drug.
Roche sells many drugs of its own and has others in development, such as ones for rheumatoid arthritis and diabetes.
But Roche’s three best-selling drugs — the cancer medicines Avastin, Herceptin and Rituxan — come from Genentech. And many of the late-stage clinical trials being conducted by Roche involve Genentech products. Roche’s main growth could come from expanded uses of Avastin.
Roche now has first dibs on marketing rights outside the United States for drugs developed by Genentech. That arrangement was set to expire in 2015, another reason Roche wanted to own the whole company.
A version of this article appears in print on , on Page B6 of the New York edition with the headline: Roche Hopes to Keep Genentech Culture and Top People.
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