Genentech Urges Shareholders to Take No Action With Respect to Unsolicited Tender Offer From Roche

The special committee of the Board of Directors of Genentech, Inc. (NYSE:DNA) today urged Genentech shareholders to take no action at this time with respect to the tender offer commenced by Roche to acquire all of the outstanding shares of Genentech stock not owned by Roche at a price of $86.50 in cash per share. Currently, Roche owns approximately 55.8% of the outstanding shares of Genentech.

The special committee intends to take a formal position regarding the Roche offer within ten business days, and will explain in detail its reasons for that position by filing a Statement on Schedule 14D-9 with the Securities and Exchange Commission. The special committee members are Herbert W. Boyer, Ph.D., Debra L. Reed, and Charles A. Sanders, M.D.

The special committee is represented by Goldman, Sachs & Co. and Latham & Watkins LLP. Genentech is represented by Wilson Sonsini Goodrich & Rosati.

About Genentech

Founded more than 30 years ago, Genentech is a leading biotechnology company that discovers, develops, manufactures and commercializes medicines to treat patients with significant unmet medical needs. The company has headquarters in South San Francisco, California and is listed on the New York Stock Exchange under the symbol DNA. For additional information about the company, please visit http://www.gene.com.

Genentech will file with the Securities and Exchange Commission a Solicitation/Recommendation Statement on Schedule 14D-9. Genentech shareholders are advised to read Genentech's Solicitation/Recommendation Statement on Schedule 14D-9 if and when it becomes available because it will contain important information. Shareholders may obtain a free copy of the Solicitation/Recommendation Statement on Schedule 14D-9 (if and when it becomes available), as well as any other documents filed by Genentech in connection with the tender offer by Roche free of charge at the SEC's website at http://www.sec.gov.

Contacts:

Genentech, Inc.
Geoffrey Teeter 650-467-6800 (Media)
Kathee Littrell, 650-225-1034 (Investors)
http://www.gene.com
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