By Allison Proffitt
December 17, 2023 | On Sunday, Illumina announced that the company will divest GRAIL.
The divestiture will be executed through a third-party sale or capital markets transaction, consistent with the European Commission's divestiture order, with the goal of finalizing the terms by the end of the second quarter of 2024.
On December 15, the U.S. Fifth Circuit Court of Appeals issued its decision in the matter of Illumina v. the Federal Trade Commission. Following a review of the Court's opinion, Illumina has elected not to pursue further appeals of the Fifth Circuit's decision. As the company has previously stated, if it was not successful with either its European Court of Justice jurisdictional appeal or in a final decision of the Fifth Circuit, it would divest GRAIL.
"We are committed to an expeditious divestiture of GRAIL in a manner that allows its technology to continue benefitting patients," said Jacob Thaysen, CEO of Illumina, in a press release dated December 17. "The management team and I continue to focus on our core business and supporting our customers. I am confident in Illumina's opportunities and our long-term success."
There and Back Again
In 2016, Illumina spun out a liquid biopsy company powered by Illumina sequencing technology seeking to create a multi-cancer early detection test. GRAIL quickly began raising funds and sharing positive data on detection of early-stage cancers via a blood test including colorectal, esophageal, head and neck, liver, ovarian, pancreatic, triple-negative breast, lung cancers and more. In September 2020, Illumina announced its intention to acquire GRAIL. That acquisition was completed in August 2021, though since then Illumina has held GRAIL as a separate company
In September 2022 Illumina received a decision from the European Commission (EC) prohibiting the company’s acquisition of GRAIL and was later fined by the Commission approximately €432 million for implementing their proposed merger before approval by the Commission in breach of EU merger control rules, but Illumina maintained that the European Commission did not have jurisdiction over the acquisition.
However on December 15, 2023, the US Federal Trade Commission determined that Illumina’s acquisition of Grail was uncompetitive and therefore ordered that the merger be unwound. Illumina had publicly committed to divesting the GRAIL business if it was not successful with either its European Court of Justice jurisdictional appeal or in a final decision of the Fifth Circuit. It will not pursue additional appeals.