Illumina publicly files Form 10 registration statement ahead of planned divestiture of GRAIL

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Illumina, Inc. (NASDAQ: ILMN) has filed a Form 10 registration statement with the SEC for the divestiture of GRAIL. The filing includes detailed financial and business information about GRAIL. Illumina aims to finalize the divestiture terms by the end of Q2 2024. GRAIL will host a virtual Capital Markets Day on May 13, 2024, to discuss its multi-cancer early detection test and business strategy.

GRAIL to host Capital Markets Day on May 13, 2024 

SAN DIEGO, May 6, 2024 /PRNewswire/ -- Illumina, Inc. (NASDAQ: ILMN) today announced that it has publicly filed a Form 10 registration statement with the U.S. Securities and Exchange Commission ("SEC"), in connection with its intended divestiture of GRAIL. A version of this registration statement was submitted to the SEC last December as required.

The Form 10 includes detailed information about GRAIL, including historic financial information, a description of GRAIL's business and strategy, and other legal and financial disclosures. This filing is a necessary step for a capital markets transaction; however, it is not an indication of the means by which Illumina will ultimately divest GRAIL. A copy of the Form 10 is available on the SEC website and in the Investor Info section of Illumina's website at investor.illumina.com.

"Illumina remains committed to divesting GRAIL expeditiously, and on terms consistent with our divestment plan, which was approved by the European Commission. Our goal is to finalize the divestiture terms by the end of the second quarter of 2024," said Jacob Thaysen, CEO of Illumina. "Illumina's Board and management team continue to focus on our core business, supporting our customers, and driving long-term growth."  

GRAIL Capital Markets Day to take place on May 13 

GRAIL will host a virtual Capital Markets Day that will begin at 7:00 am PT / 10:00 am ET on May 13, 2024. The event will feature presentations from GRAIL leaders outlining Galleri, a clinically validated, commercially available multi-cancer early detection test, and the Company's scientific background and addressable market opportunity, business strategy, and financial profile. The event will include a live Q&A session following speaker presentations.  

Interested parties may access the live teleconference here.

Transaction details 

In the event of a capital markets separation, the transaction is intended to qualify as a tax-free distribution, for U.S. federal income tax purposes, to U.S. shareholders of new publicly traded stock in GRAIL. To that end, Illumina has received a favorable ruling from the IRS with respect to the tax-free nature of the transaction. 

Illumina intends to finalize the terms of the divestiture in second quarter 2024 in a manner consistent with its divestment plan, which was approved by the European Commission, and subject to the satisfaction of certain conditions including, among others, final approval of Illumina's Board of Directors and the effectiveness of a Form 10 registration statement that will be filed with the U.S. Securities and Exchange Commission. There can be no assurance regarding the ultimate timing of the proposed transaction or that the transaction fund will be completed. 

About Illumina 

Illumina is improving human health by unlocking the power of the genome. Our focus on innovation has established us as a global leader in DNA sequencing and array-based technologies, serving customers in the research, clinical, and applied markets. Our products are used for applications in the life sciences, oncology, reproductive health, agriculture, and other emerging segments. To learn more, visit www.illumina.com and connect with us on X (Twitter), Facebook, LinkedIn, Instagram, TikTok, and YouTube.  

About GRAIL 

GRAIL is a healthcare company whose mission is to detect cancer early, when it can be cured. GRAIL is focused on alleviating the global burden of cancer by using the power of next-generation sequencing, population-scale clinical studies, and state-of-the-art machine learning, software, and automation to detect and identify multiple deadly cancer types in earlier stages. GRAIL's targeted methylation-based platform can support the continuum of care for screening and precision oncology, including multi-cancer early detection in symptomatic patients, risk stratification, minimal residual disease detection, biomarker subtyping, treatment and recurrence monitoring. GRAIL is headquartered in Menlo Park, CA with locations in Washington, D.C., North Carolina, and the United Kingdom. GRAIL, LLC, is a subsidiary of Illumina, Inc. (NASDAQ: ILMN) currently held separate from Illumina Inc. under the terms of the Interim Measures Order of the European Commission. For more information, visit grail.com. 

Illumina investors:
Salli Schwartz
858-291-6421
IR@illumina.com   

Illumina media:
Samantha Beal
714-227-2661
PR@illumina.com 

GRAIL investors:
Alex Dobbin
IR@grail.com 

GRAIL media:
Trish Rowland
Kristen Davis
PR@grail.com 

View original content:https://www.prnewswire.com/news-releases/illumina-publicly-files-form-10-registration-statement-ahead-of-planned-divestiture-of-grail-302137354.html

SOURCE Illumina, Inc.

FAQ

When did Illumina file the Form 10 registration statement with the SEC?

Illumina filed the Form 10 registration statement with the SEC for the divestiture of GRAIL.

What information does the Form 10 filing include?

The Form 10 filing includes detailed financial and business information about GRAIL.

When is GRAIL's Capital Markets Day scheduled?

GRAIL's Capital Markets Day is scheduled for May 13, 2024.

What will be discussed at GRAIL's Capital Markets Day?

GRAIL will discuss its multi-cancer early detection test and business strategy at the Capital Markets Day.

When does Illumina aim to finalize the divestiture terms?

Illumina aims to finalize the divestiture terms by the end of Q2 2024.