Illumina Settles Icahn-Led Shareholder Suit Over Grail Saga
The no-payment settlement resolves one of several lingering shareholder suits over Illumina's contested Grail reacquisition.
Illumina has reached a settlement with billionaire investor Carl Icahn and other shareholders in a lawsuit over the company’s disputed reacquisition of Grail, according to an Aug. 7 filing with the US Securities and Exchange Commission.
Under the agreement, the parties exchanged mutual releases with no payment by either side, and the case will be dismissed with prejudice, pending court approval.
According to the filing, the defendants continue to deny the allegations and any wrongdoing and agreed to the settlement to avoid the cost and uncertainty of continued litigation.
The lawsuit, filed in October 2023 in the Delaware Court of Chancery by Icahn Partners, challenged Illumina’s approximately $8 billion reacquisition of Grail, announced in September 2020. The plaintiffs alleged that Illumina’s board breached its fiduciary duties by closing the deal in August 2021 despite regulatory scrutiny in the US and Europe.
The European Commission (EC) later ordered Illumina to divest Grail and fined the company $476 million for closing the deal before EU merger review concluded, while the US Federal Trade Commission separately ordered a divestiture.
Illumina spun off Grail in June 2024 via a public offering of stock in the early-cancer detection company. Just a few months later, a European court ruled that the EC didn’t have jurisdiction to review the deal and the fine was rescinded.
The settlement resolves the Icahn-led suit but leaves three other derivative lawsuits brought by a variety of retirement systems and pension funds still pending. The settlement also releases any potential claims by Illumina against Andrew Teno, who won election to Illumina’s board backed by Icahn, related to the sharing of confidential or privileged information during the litigation.
The Delaware Court of Chancery is scheduled to hold a hearing on Nov. 2.