Hologic (Nasdaq: HOLX) announced today that it agreed to be acquired by funds managed by private equity firms Blackstone and TPG.
The deal has a value of up to $79 per share, representing an enterprise value of up to $18.3 billion in total. Blackstone and TPG agreed to acquire all outstanding Hologic shares for $76 per share in cash, plus a non-tradable contingent value right (CVR) to receive up to $3 per share in two payments of up to $1.50 each. Non-tradable CVRs go to Hologic stockholders at closing and come contingent with certain global revenue goals for the company’s Breast Health business in 2026 and 2027.
Shares of HOLX got a boost on the news before the market opened today, trading up 4% at $74.75 apiece.
According to a news release, the purchase price marks a premium of approximately 46% to Hologic’s closing price on May 23, 2025. That date marked the last full day of trading before media reports of a potential deal including the company began to circulate. Around that time, reports suggested that Blackstone and TPG approached the breast health and diagnostics company about a potential deal.
Financial Times reported at the time that Hologic declined the deal, valued at around $16 billion. But, the report cited sources saying the deal could return to the table. The companies have now come to an agreement about five months on from that initial negotiation.
Hologic says the transaction includes significant minority investments from a wholly owned subsidiary of the Abu Dhabi Investment Authority and an affiliate of GIC.
(Leading medtech companies recently discussed the role of private equity in medtech M&A at AdvaMed’s The MedTech Conference. Read more about that here.)
More details on the planned transaction
Hologic expects the deal to close in the first half of calendar 2026, subject to approval of its stockholders and other regulatory approvals and customary closing conditions. The company’s board unanimously approved the merger agreement and recommends that stockholders approve it, too.
Blackstone and TPG secured committed financing for the transaction. The firms delivered a debt financing commitment letter from Citi, Bank of America, Barclays, Royal Bank of Canada and SMBC, and equity commitment letters from funds advised by Blackstone and TPG that, taking into account the Company’s balance sheet, in the aggregate, are sufficient to fund the purchase price and pay related fees and expenses at closing.
Additionally, Blackstone’s private equity strategy for individual investors should also invest as part of the deal. TPG’s investment comes through its TPG Capital U.S. and European private equity platform.
Upon the completion of the transaction, Hologic’s common stock will be delisted from the Nasdaq market. The company plans to maintain its Marlborough, Massachusetts, headquarters and continue operating under its current brand. It’s currently one of the largest medtech companies in the world, ranked 31st in the Medical Design & Outsourcing Big 100 ranking of the world’s largest medtech companies. (To download the full Big 100 report for free, visit here.)
The deal includes a 45-day “go-shop” period. In this time frame, Hologic and advisors may solicit, consider and negotiate alternative acquisition proposals from third parties. The company’s board has the right to terminate the agreement to enter into a superior deal during this time.
The analysts’ take
BTIG analysts Ryan Zimmerman and Iseult McMahon say they view the offer as “fair for all parties.” They count the deal as the fifth private equity take-out in medical devices this year, but “far and away the largest.” The analysts note that offers to take companies private continue to become more common in the space.
“We view this as generally positive for the sector as it adds to the pool of acquirers but also will result in stronger businesses if/when they re-emerge as public assets,” the analysts wrote.
Zimmerman and McMahon don’t expect other bidders to come in for Hologic. They also expect the transaction to close “without much controversy from investors,” nodding to the current controversy surrounding investor backlash to Alcon’s proposed acquisition of Staar Surgical.
In terms of direction, the analysts say Hologic maintains a strong balance sheet and remains “on the precipice of turning the corner.” They expect accelerated growth with improving visibility on underlying trends and a more favorable set-up with competition.
“On balance, we view [Hologic’s] valuation as fair and reflecting both sides of the equation,” the analysts concluded.
Commentary from Hologic, TPG and Blackstone officials
Stephen P. MacMillan, Hologic chair, president and CEO said:
“Today marks an exciting new chapter for Hologic as we join forces with the exceptional teams at Blackstone and TPG. With their resources, expertise and commitment to women’s health, Blackstone and TPG will help accelerate our growth and enhance our ability to deliver critical medical technologies to customers and their patients around the world. This transaction delivers immediate and compelling value to Hologic stockholders, reflecting the dedication of our employees whose hard work has made this milestone possible.”
Ram Jagannath, senior managing director at Blackstone, said:
“Hologic is an outstanding global leader in advancing women’s health, with a longstanding reputation for groundbreaking and high-quality medical device and diagnostic products. We have closely followed the company for many years and long admired the positive impact its life-changing technologies have had for millions of patients worldwide. We are thrilled to partner with its highly talented and capable employees, alongside TPG, to further invest in Hologic’s continued product innovation and growth.”
Dr. John Schilling, co-managing partner of TPG Capital, said:
“Hologic’s innovation-driven medical products and technologies are advancing detection and care to improve health outcomes for women around the world. Investing behind healthcare innovation has been a core focus for TPG for decades, and Hologic represents a compelling opportunity to draw upon our deep thematic expertise to support the development of next-generation solutions that will continue to promote strong clinical results and enhance patient care. We’re proud to partner with the Hologic team and Blackstone in this exciting new chapter.”
Private equity’s role in medtech M&A
Private equity firms continue to play its part on the medtech mergers and acquisitions scene. Medtech companies, including Medtronic, Johnson & Johnson and Baxter, previously looked to private equity for spinoff and separation opportunities. Surmodics struck a deal to sell to private equity, although that move remains under government scrutiny. Philips and Bioventus also this year divested business units to private equity firms.
Firms also make significant investments, like one in Medline years ago and one in Henry Schein earlier this year.
Highridge Medical, formerly part of ZimVie, recently sold its bone healing division to private equity as well. Another private equity play occurred in medtech last month, when Olympus partnered with investment firm Revival Healthcare Capital to drive advancements in endoluminal robotics.
Most recently, HistoSonics announced a deal that would see it have a majority stake acquired by a syndicate of private and public investors for $2.25 billion in August.
