Affymetrix to Engage in Discussions With Origin Technologies
SANTA CLARA, Calif. – Affymetrix, Inc. (NASDAQ: AFFX, “Affymetrix” or the “Company”) announced that the Company’s Board of Directors has informed Origin Technologies Corporation, LLC (“Origin”) that the Company will engage in discussions with Origin regarding its unsolicited merger proposal submitted on March 22, 2016 to acquire the Company for $17.00 per share in an all-cash transaction.
Affymetrix has communicated to Origin and its representatives that the following key deliverables are critical to the Company’s evaluation of the Origin proposal:
Drafts of a merger agreement and other transaction documents containing the specific terms of the Origin proposal;
Complete copies of certain funding and financing documents; and
Details on Origin’s plans to obtain all regulatory approvals that are required or will be sought, including CFIUS approval.
The Affymetrix Board continues to recommend that its stockholders vote in favor of the adoption of the merger agreement with Thermo Fisher Scientific Inc. (NYSE: TMO, “Thermo Fisher”). There can be no assurance as to the outcome of any discussions with Origin.
Affymetrix has not determined that the Origin proposal is in fact a Superior Proposal for purposes of the merger agreement with Thermo Fisher and is not making an Adverse Recommendation Change; specifically, the Board is not failing to make, withdrawing or modifying the Company Board Recommendation, is not recommending the proposal from Origin and is not proposing to do any of the foregoing, and the Board recommends against the proposal from Origin. Capitalized terms used but not defined in this paragraph shall have the meanings set forth in the merger agreement with Thermo Fisher.
Morgan Stanley is acting as financial advisor to Affymetrix, and Davis Polk & Wardwell LLP and Richards, Layton & Finger, PA are serving as legal counsel.
About Affymetrix
Affymetrix technologies enable multiplex and simultaneous analysis of biological systems at the cell, protein, and gene level, facilitating the rapid translation of benchtop research into clinical and routine use for human health and wellness. Affymetrix provides leadership and support, partnering with customers in pharmaceutical, diagnostic, and biotechnology companies as well as leading academic, government, and nonprofit research institutes in their quest to use biology for a better world. More than 2,300 microarray systems have been shipped around the world and more than 94,000 peer-reviewed papers have been published citing Affymetrix technologies. Affymetrix is headquartered in Santa Clara, California, and has manufacturing facilities in Cleveland, San Diego, Vienna, and Singapore. Affymetrix has about 1,100 employees and maintains sales and distribution operations worldwide. For more information about Affymetrix, please visit www.affymetrix.com.

