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Filing Details

Accession Number:: 0000950103-15-002868
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-04-09 08:54:47
Reporting Period:: 2015-04-07

Filing Date:: 2015-04-09
Accepted Time:: 2015-04-09 08:54:47
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1488613	Foundation Medicine Inc.	FMI	Services-Medical Laboratories (8071)	271316416

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
889131	Ltd Holding Roche	Grenzacherstrasse 124 Basel V8 CH-4070	Yes	No	Yes	Yes
904566	Roche Holdings Inc	1 Dna Way, Ms #24 South San Francisco CA 94080	Yes	No	Yes	Yes
1053942	Ltd Finance Roche	Grenzacherstrasse 122 Basel V8 CH-4070	Yes	No	Yes	Yes

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2015-04-07	5,000,000	$50.00	5,000,000	No	4	A	Direct
Common Stock	Acquisiton	2015-04-07	15,604,288	$50.00	20,604,288	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	A	Direct
No	4	P	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	414,823	Direct

Footnotes

This statement is being filed jointly by Roche Holdings, Inc. ("Holdings"), Roche Finance Ltd ("Finance") and Roche Holding Ltd ("Parent" and, together with Holdings and Finance, the "Reporting Persons"). Holdings is a wholly owned subsidiary of Finance, which is a wholly owned subsidiary of Parent. Additionally, the Reporting Persons understand that certain shareholders of Parent are party to a shareholder pooling agreement with respect to a significant portion of (but not a majority of) the issued shares of Parent.
Pursuant to the Transaction Agreement entered into between Holdings and the Issuer, dated January 11, 2015 (the "Transaction Agreement"), on April 7, 2015, (a) Holdings made a primary investment of $250 million in cash to purchase 5 million newly issued shares of Common Stock of the Issuer (the "Issuance") and (b) Holdings consummated a tender offer to purchase up to 15,604,288 shares of Common Stock of the Issuer (the "Tender Offer" and, together with the Issuance, the "Investment").
Holdings is the direct beneficial owner of these shares of Common Stock of the Issuer. Finance and Parent are indirect beneficial owners of these shares of Common Stock of the Issuer.
Finance is the direct beneficial owner of these shares of Common Stock of the Issuer. Parent is the indirect beneficial owner of these shares of Common Stock of the Issuer.
Each Reporting Person disclaims beneficial ownership of the securities reported in Table I except to the extent of its pecuniary interest therein, if any. Each Reporting Person also disclaims beneficial ownership of any shares of Common Stock of the Issuer that may be or are beneficially owned by any other person or persons other than such Reporting Person. This Form 4 shall not be deemed an admission that any Reporting Person or other person is a beneficial owner of any shares of Common Stock of the Issuer for any purpose, other than the securities reported in Table I of this Form 4.