Thermo Fisher Scientific (NYSE:TMO) and Qiagen (NYSE:QGEN) announced today that their boards have unanimously approved Thermo Fisher’s proposal to acquire Qiagen for approximately $11.5 billion.
The proposal is that Thermo Fisher will acquire Qiagen for €39 per share in cash, or $43.53. That price represents a premium of approximately 23% of the closing price of Qiagen’s common stock yesterday. Thermo Fisher is set to tender an offer to acquire all of Qiagen’s ordinary shares, plus the transaction includes the assumption of about $1.4 billion of net debt, according to a news release.
Both companies anticipate the transaction will be completed in the first half of 2021. Thermo Fisher said it obtained bridge financing and permanent funding is expected to come from cash-on-hand and the issuance of new debt. The company expects to realize total synergies of $200 million by year three following the close, consisting of $150 million of cost synergies and $50 million of adjusted operating income benefit from revenue synergies.
“We are excited to bring together our complementary offerings to advance our customers’ important work, from discovery to diagnostics,” Thermo Fisher chairman, president & CEO Marc Casper said in the news release. “This acquisition provides us with the opportunity to leverage our industry-leading capabilities and R&D expertise to accelerate innovation and address emerging healthcare needs. For shareholders, we expect the transaction to be immediately accretive and to generate significant cost and revenue synergies.”
Qiagen employs approximately 5,100 people at 35 locations across more than 25 countries and generated $1.53 billion in revenue last year, according to the news release. The company develops assay technologies to amplify and enrich biomolecules to make them readily accessible for analysis.
Thermo Fisher expects the acquisition to expand its specialty diagnostics portfolio with Qiagen’s molecular diagnostics capabilities, which include infectious disease testing. Qiagen’s sample preparation, assay and bioinformatics technologies are complementary to Thermo Fisher’s genetic analysis and biosciences capabilities, too, according to the release.
Finally, Thermo Fisher said it can leverage its commercial reach to expand customer access to Qiagen’s product portfolio and create opportunities for Qiagen to penetrate high-growth and emerging markets.
“Our vision at Qiagen has always been to make improvements in life possible with our differentiated sample to insight molecular testing solutions,” Qiagen interim CEO, senior VP& head of molecular diagnostics business Thierry Bernard said. “This strategic step with Thermo Fisher will enable us to enter a promising new era and will give our employees the opportunity to have an even greater impact.
“The combination is designed to deliver significant cash value to our shareholders while enabling us to accelerate the expansion of our solutions to provide customers worldwide with breakthroughs that advance our knowledge about the science of life and improve health outcomes.”
