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Roche Expands Position in Diabetes Market
Public tender offer to Disetronic shareholders
The Roche healthcare group and medical device supplier Disetronic
today announced plans for Roche to acquire Disetronic, the worlds
second-biggest maker of insulin pumps. Within the next few weeks
Roche will offer shareholders two Roche non-voting equity securities
(Genussscheine) and 670 Swiss francs in cash for each Disetronic
share. Based on current estimates, the cost of the acquisition is
expected to amount to 1,6 billion Swiss francs, which represents
a premium of around 55% over Disetronics closing price on
7 February 2003.
The deal will make Roche Diagnostics a leader in integrated diabetes
management. Roche is already the worlds top provider of diabetes
monitoring systems. By combining the two businesses, Roche will
be able to offer comprehensive diabetes management solutions, from
blood glucose meters for self-monitoring to sophisticated, programmable
insulin pumps that allow patients to continuously administer insulin
doses according to their individual needs. Roches global presence
and experience will provide an optimal platform for further growth
in the insulin pump market (including accessories), currently valued
at approximately 700 million Swiss francs, with an average growth
rate of 11%.
Important role for Disetronic headquarters
Headquartered in Burgdorf, Switzerland, the Disetronic Group is
one of the worlds leading suppliers of infusion and injection
systems. After the transaction is finalized, Disetronics Infusion
Systems division will become part of Roche Diagnostics Diabetes
Care unit. Infusion Systems posted sales of 178 million Swiss francs
in the first nine months of its 2002/2003 business year (April to
December 2002), an increase of 11% in local currencies over the
year-earlier figure. Disetronics headquarters will become
an important center in the Roche Diabetes Care network.
Roche will not acquire the smaller of Disetronics two divisions,
Disetronic Injection Systems AG, which recorded sales of 62 million
Swiss francs in the first nine months of its 2002/2003 business
year (April to December 2002), an increase of 25% in local currencies.
Disetronic Injection Systems will be sold to Disetronics founder,
Chairman and Delegate to the Board of Directors and principal shareholder
and will continue to operate as an independent company.
The proposed acquisition has the support of Disetronics board
of directors. It is subject to approval by competition authorities
and by a special meeting of Disetronics shareholders. For
the acquisition to take place, Roches offer must be accepted
by at least 80% of Disetronics shareholders.
Ideal combination of marketing and technology know-how
The combination of these two businesses will make it possible to
develop a more integrated approach to diagnosing, treating and monitoring
diabetes. For Roche, acquiring Disetronic is an opportunity to strengthen
its position in diabetes management. The companies combined
technological know-how and experience in marketing and sales has
the potential to stimulate additional growth, which will have a
positive impact on market share, particularly in the United States.
Disetronic is the number two supplier of insulin pumps in the United
States, and the market leader in Europe.
Commenting on the proposed acquisition, Roche Chairman and CEO
Franz B. Humer said: The combination of these two businesses
is another clear signal of our commitment to implementing the strategy
we have mapped out for Roche. We are pursuing a course of steady
growth, with a focus on high-potential therapeutic areas that can
be served by our core Pharmaceuticals and Diagnostics divisions.
Increasingly, our emphasis is on developing integrated healthcare
solutions that combine therapeutic and diagnostic products and services
that can be used in tandem to help tailor medical care to individual
patients needs.
Willy Michel, Chairman and Delegate to the Board of Directors of
Disetronic: Roche is the ideal partner to help us drive growth,
particularly in the US market. Our companies products and
competencies are uniquely complementary. Roche Diagnostics
tremendous strength in marketing and sales will enable us to expand
our global business substantially, particularly in the key US market.
In the numerous discussions weve had with Roche, Ive
also noticed how similar our corporate cultures are. The Burgdorf
site will gain in international importance, not least because of
the regions universities and technical colleges, which help
to promote and maintain an exceptionally high skill base in medical
technology and microtechnology.
Heino von Prondzynski, Head of Roche Diagnostics and a member of
Roches Executive Committee: Bringing our two businesses
together will make us pioneering leaders in systems combining blood
glucose monitoring and insulin delivery. This is the ideal way to
link diagnosis and therapy for people with diabetes. From a business
perspective, merging Disetronic with our Diabetes Care unit is also
an ideal move, since it will result in positive synergies in sales,
while staff overlap is minimal.
Diabetes affects approximately 150 million people worldwide
Diabetes is a metabolic disorder in which the pancreas does not
produce any insulin or produces too little. The number of people
affected is growing rapidly. Because cells need insulin to absorb
blood sugar (glucose) for their energy needs, the cells of people
with diabetes suffer from a shortage of glucose, while glucose levels
build up in the blood.
Worldwide, there are currently 150 million people living with diabetes.
And the WHO estimates that this figure will roughly double, to around
300 million, by the year 2025. Diabetes can lead to a number of
serious conditions and complications, including hypertension, abnormal
fat metabolism, blindness, kidney disease, heart attack, stroke
and blood vessel damage that can block blood flow to the limbs and
may necessitate amputation. These complications can be prevented
or markedly reduced by regular blood glucose monitoring and prompt
professional care.
Disetronic
Headquartered in Burgdorf near Berne, Switzerland, Disetronic has
been a world leader in the research and development of insulin pumps
and injection systems for the treatment of diabetes since 1984.
Its two core businesses generated combined sales of 240.1 million
Swiss francs in the first nine months of the 2002/2003 business
year (April to December 2002), representing a year-on-year increase
of 14.3% in local currencies. The Disetronic Group employs some
1,270 people worldwide. In addition to its core businesses, Disetronic
is pursuing research projects in continuous blood glucose measurement
and artificial pancreas technology with the aim of making life easier
for people with diabetes. Further information about Disetronic and
its products is available at www.disetronic.com.
Roche Diabetes Care
Roche Diabetes Care is one of Roche Diagnostics five business
areas and is a pioneer in the development of blood glucose monitoring
systems. With total sales in 2001 of 2,333 million Swiss francs
(first nine months of 2002: 1,858 million; +15% in local currencies),
Roche Diabetes Care is the market leader. Its main products are
the Accu-Chek family of blood glucose meters and test strips, including
Accu-Chek Compact, Accu-Chek Advantage and Accu-Chek Active. Roche
Diabetes Care has facilities in Mannheim (Germany), Indianapolis
(USA) and Ponce (Puerto Rico).
Roche
Headquartered in Basel, Switzerland, Roche is one of the worlds
leading research-oriented healthcare groups. The companys
two core businesses, pharmaceuticals and diagnostics, develop and
market innovative products and services aimed at preventing, diagnosing
and treating disease and thus enhancing peoples health and
quality of life. In the first six months of 2002 Roches core
businesses recorded sales of 13.1 billion Swiss francs and employed
some 57,000 people worldwide. Roche Diagnostics, the global market
leader in in vitro diagnostics, supplies researchers, physicians,
patients, hospitals and laboratories the world over with a range
of test products and services that is unmatched in the industry.
Further information can be found at www.roche.com.
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