Two Swiss pharmaeutical companies were at the center of Monday's drug company buying binge with Roche Holding AG hoping to buy control of Cambridge, Mass.-based Foundation Medicine Inc. and AC Immune SA peddling a potential Alzheimer's vaccine to Johnson & Johnson's Janssen Pharmaceuticals Inc. From Basel, Roche said it would offer to buy about 15.6 million shares of Foundation from current investors at $50 each, or $780 million, a little more than twice their $23.93 close on Nasdaq Friday. The Swiss company would also buy an additional 5 million new shares from the target at the same price to help fund research. The deal would give Roche as much as 56.3% of Foundation Medicine, or FMI. "By combining FMI's pioneering approach to genomics and molecular information with Roche's expertise in the field of oncology, we can bring personalized healthcare in oncology to the next level," said Roche Pharma COO Daniel O'Day in a statement. Roche wants to tap FMI's ability to look at the genetics of tumors to better target cancer therapy. And the suitor can use FMI's products to not only help patients but also better measure results in clinical trials. Roche said the offer already has the backing of FMI investors Third Rock Ventures LLC, Kleiner Perkins Caufiled & Byers and Google Ventures, which together own about 31% of FMI. FMI's board is also recommending shareholder accept the offer. The target's board would be expanded to nine, including a new independent director and three Roche-appointed directors, from five. Alexis Borisy would remain chairman of the target. The deal is expected to close in the second quarter. Meanwhile, in Lausanne, Switzerland, AC Immune said it had entered a cooperation agreement with Janssen Pharmaceuticals for its ACI-35 anti-Tau vaccine that could be used to treat Alzheimer's disease and other related ailments. Janssen, of Raritan, N.J., would pay as much as $509 million in upfront payments, milestones and bonuses for access to ACI-35. It refused to break out the payments. The vaccine encourages the body to keep tau, a protein, from accumulating. A buildup of tau can kill neurons and is suspected of playing a role in Alzheimer's. Both companies will continue developing the drug through an ongoing Phase Ib study. As it moves into later studies, Janssen will take over responsibility for the potential vaccine and also has the right to use it for another as-yet undetermined indication. The two will also cooperate for the next three years in hopes of identifying other possible uses. "It is important to note that this vaccine approach offers the potential to treat Alzheimer's patients earlier and in broad populations and has an exciting future aptitude to treat other rarer tauopathy indications," said AC Immune Chief Scientific Officer Andreas Muhs in a statement. AC Immune has raised Sfr84 million Swiss($82.6 million) in four rounds of financing. Although it's mum on its investors, SAP SE founder Dietmar Hopp has confessed to investing through dievini Hopp BioTech holding GmbH & Co. KG vehicle. In the Roche deal, Citigroup Inc. acted as financial adviser to Roche, with Davis Polk & Wardwell LLP's Arthur Golden and Marc Williams providing counsel. FMI turned to Goldman Sachs Group Inc.'s James Katzman, David Woodhouse and Bartosz Ostenda for financial advice with Goodwin Procter LLP's Stuart Cable, Kingsley Taft, Lisa Haddad and Christopher Denn handling counsel alongside in-house support from FMI COO Steve Kafka, Lisa Ricciardi and Robert Hesslein. -- David Marcus contributed to this report. Read more from:
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