According to the Complaint, Foundation Medicine, Inc. ("Foundation Medicine" or the "Company") provides various molecular information products in the United States. The company's molecular information platform includes proprietary methods and algorithms to analyze specimens across various types of cancer, as well as for incorporating that information into clinical care; and offers genomic insights about each patient's individual cancer, enabling physicians to optimize treatments in clinical practice and biopharmaceutical companies to develop targeted therapies and immunotherapies. It provides clinical products, such as FoundationOne for solid tumors; FoundationOne Heme for blood-based cancers, or hematologic malignancies, including leukemia, lymphoma, and sarcomas; Foundation Assay for Circulating Tumor; FoundationFocus CDxBRCA, a diagnostic assay to aid in identifying women with ovarian cancer; and FoundationOne CDx, a diagnostic assay for solid tumors. The company also offers FoundationCORE, a knowledgebase to publish scientific and medical advances, and foster relationships throughout the oncology community.
On June 19, 2018, Roche and the Company jointly announced the Tender Offer. On July 2, 2018, Foundation Medicine filed the 14D-9 with the SEC in connection with the Tender Offer. The 14D-9 was furnished to the Company’s stockholders and solicits the stockholders to tender their shares.
The Complaint alleges that the 14D-9 misrepresents and/or omits material information that is necessary for the
Company’s stockholders to make an informed decision concerning whether to tender their shares, in violation of Sections 14(a) and 20(a) of the Exchange Act.
On July 11, Plaintiff filed an amended Complaint.
This case was voluntarily dismissed on July 31.