As expected, Genentech has set up a special committee to evaluate the $89-a-share buyout offer from Roche. It's anybody's guess at this point what those three independent directors will say about the deal, though lots of folks speculate that they'll call the offer too low. That's what the market is obviously betting; the stock closed yesterday at around $94 a share--and presumably, the people buying stock at that price think there's still room for a profit off Roche.
There's something of a hint in Genentech's release about the committee, however; the company says that Roche's offer was "unsolicited and unexpected," which certainly doesn't sound promising. But as Derek Lowe over at In the Pipeline notes, how could the offer be otherwise? Both companies are public, and so Roche management could hardly give Genentech a heads-up about its bid; that would be against the law.
Genentech also said that it doesn't have "any obligation" to agree to a Roche deal, nor to agree to a specific sale process or price set by investment banks, as we've heard. But the Wall Street Journal Health Blog points out that Genentech's latest proxy statement discloses that if a majority of outstanding shareholders vote against selling, two investment banks would determine fair value for the stock. So just how this whole deal might play out is murky at best. Stay tuned.