Cohen, Milstein, Hausfeld & Toll, P.L.L.C. Files Lawsuit Concerning Genentech Buyout
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NEW YORK--(Business Wire)--
Cohen, Milstein, Hausfeld & Toll, P.L.L.C. has filed today a
lawsuit in the Court of Chancery of the State of Delaware on behalf of
Genentech Inc. ("Genentech" or the "Company") (NYSE:DNA) shareholders
concerning the proposed buy-out (the "Proposed Buy-Out") of Genentech
by its majority shareholder, Roche Holdings AG ("Roche"). The
complaint alleges violations of breach of fiduciary duty, and aiding
and abetting breaches of fiduciary duty with respect to Roche's
Proposed Buy-Out.
On July 21, 2008, Roche announced in a press release that it had
offered to purchase the remaining shares of Genentech that it did not
already own for $89 per share, for a total price of $43 billion. Roche
is Genentech's majority shareholder, owning more than 50% of the
Company.
The complaint alleges that the Proposal is unfair and inadequate
and timed to take advantage of general market turmoil as well as a
weak U.S. dollar, and is directed at enabling Roche to assume even
greater control of Genentech's businesses. In reaction to the Proposed
Buy-Out, analysts have stated publicly that the price offered by Roche
is inadequate and they expect that the Company is worth in excess of
$100 per share. The complaint further asserts that based upon the
control structure that Roche holds over Genentech, Genentech's Board
of Directors will be unable to independently and adequately negotiate
or consider a fair deal. Upon completion of the Proposed Buy-Out,
Genentech will no longer be publicly traded.
Steven J. Toll, Cohen Milstein managing partner, stated, "It is
clear that the Proposed Buy-Out is on unfair terms and shortchanges
Genentech's shareholders." Partner Lynda J. Grant said, "This is the
second time Roche has attempted to purchase Genentech. Roche has a
history of exploiting Genentech with repeated purchases and sales of
the Company for its own gain."
Cohen, Milstein, Hausfeld & Toll, P.L.L.C has significant
experience in prosecuting investor class actions involving securities
fraud. The firm has offices in Washington, D.C., New York,
Philadelphia, Chicago, San Francisco, and London and is active in
major litigation pending in federal and state courts throughout the
nation.
The firm's reputation for excellence has been recognized on
repeated occasions by courts which have appointed the firm to lead
positions in complex multi-district or consolidated litigation. Cohen,
Milstein, Hausfeld & Toll, P.L.L.C. has taken a lead role in numerous
important cases on behalf of defrauded investors, and has been
responsible for a number of outstanding recoveries which, in the
aggregate, total in the billions of dollars.
Mr. Toll and Ms. Grant are available for comment.
A copy of the complaint is available on the Cohen Milstein site
www.cmht.com.
Media Relations Inc.
Deborah Schwartz, 301-897-8838
Cell: 240-355-8838
deborah@mediarelationsinc.com
or
Cohen, Milstein, Hausfeld & Toll, P.L.L.C.
Steven J. Toll, Esq.
888-240-0775
Copyright Business Wire 2008
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