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Published on 1/16/2008 in the Prospect News Special Situations Daily.

Roche extends tender offer for Ventana to March

By Lisa Kerner

Charlotte, N.C., Jan. 16 - Roche extended its offer to acquire all of the outstanding common shares of Ventana Medical Systems, Inc. to 5 p.m. ET on March 14 from 5 p.m. ET on Jan. 17.

About 62,401 shares, or less than 0.2% of Ventana's some 25 million outstanding shares, had been tendered as of the close of business on Jan. 16, according to a Roche news release.

All other terms and conditions of the offer remain unchanged.

Ventana, in response to the fifth extension of the unsolicited tender offer, said its board continues to recommend that stockholders not tender any of their shares to Roche at the "inadequate price."

"Our discussions with Roche under the confidentiality agreement are progressing, and we remain committed to providing superior value to our investors," Ventana president and chief executive officer Christopher Gleeson said in a statement released on Wednesday.

Discussions between Ventana and Roche continue under the confidentiality agreement executed on Nov. 13, which allowed Roche to begin due diligence.

On June 27, 2007 Roche began a $75-per-share tender offer for Ventana. The offer was originally slated to end on July 26.

Ventana is a medical device company located in Tucson, and Roche is a Basel, Switzerland-based pharmaceutical and diagnostics company.


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