To: Robohogs who wrote (1871 ) 5/31/2005 7:26:30 PM From: tuck Respond to of 3158 Affy munches privately held ParAllele for $120 million in stock (good timing, as AFFX has been on a tear and is multi-year highs): >>SANTA CLARA, Calif., May 31 /PRNewswire-FirstCall/ -- Affymetrix Inc. (Nasdaq: AFFX - News) announced today that it has entered into a definitive agreement to acquire ParAllele BioScience Inc., a privately held, South San Francisco- based company that provides assay technology for comprehensive genetic studies. Initially applied to genotyping, these highly flexible assays have the potential to be used in a broad variety of microarray applications. When used with Affymetrix GeneChip® technology, ParAllele's proprietary assay effectively gives researchers a powerful "molecular microscope" for examining the entire genome. Together these technologies offer scientists the ability to perform detailed analysis from several to tens of thousands of different sites in the genome, giving them the freedom to design virtually any experiment they want. This acquisition builds on a successful two-year collaboration between Affymetrix and ParAllele that has enabled scientists to access more genomic information, in less time, and for less money, than ever before. By acquiring ParAllele, Affymetrix expects to strengthen its assay R&D capabilities, accelerate its development and commercialization of new products, and drive sales by opening new market opportunities. "Together, Affymetrix and ParAllele have enabled new areas of science by offering products to explore the whole genome, as well as specific regions of interest," said Stephen P.A. Fodor, Ph.D., Founder, Chairman and Chief Executive Officer of Affymetrix. "The potential for ParAllele's technology goes far beyond genotyping. We will combine both companies' technologies to accelerate discovery and product development in a wide variety of areas, from basic research to the clinic." "This is an exciting step for ParAllele. Affymetrix has been a vital collaborative partner in helping bring our proprietary technology to market," said Tom Willis, Ph.D., Chief Scientific Officer and co-founder of ParAllele. "As one company, our customers will be able to take advantage of the most complete view of the genome possible with an expanded portfolio of integrated solutions." A key component of ParAllele's technology is its proprietary Molecular Inversion Probe (MIP) assay. The MIP design allows up to tens of thousands of reactions to be multiplexed in a single tube with a high degree of accuracy and specificity. When combined with an Affymetrix GeneChip universal tag array, MIP technology provides scientists with unprecedented access to any area of the genome. This proven technology has been used successfully in the International Human Haplotype Mapping (HapMap) Project. Affymetrix is paying approximately $120 million to acquire ParAllele, subject to certain adjustments, including changes in ParAllele's working capital prior to closing. The merger consideration is intended to be paid in Affymetrix stock. The transaction is expected to close in the third quarter of 2005, subject to customary closing conditions and regulatory approvals. As a result of the transaction, for fiscal 2005, Affymetrix expects to incur a merger-related charge for in-process research and development of approximately $15 million as well as operational charges in the range of $4 million to $7 million. These operational charges include non-cash amortization of about $2 million. The company expects this transaction to be financially neutral to its operating results in 2006 and accretive to net income in 2007. Affymetrix will provide its financial guidance for the third quarter and fiscal year 2005 during the second quarter earnings call which is scheduled for July 21, 2005 at 2:00 p.m. PT. Affymetrix will provide dial-in information for this call by July 16, 2005. Investor Conference Call Affymetrix' management team will host a conference call on May 31 at 2:00 p.m. PT to discuss this announcement. A live webcast of the conference call can be accessed by visiting the Investor Relations section of the company's website at www.Affymetrix.com. In addition, investors and other interested parties can listen by dialing domestic: 888-396-2369, international: 617-847-8710. The passcode for both is 59311756. A replay of the conference call will be available starting on June 1, 2005 at 5:00 p.m. PT until June 8, 2005 at the following numbers: domestic: 888-286-8010, international: 617-801-6888; passcode for both: 88962518.<< snip Cheers, Tuck