Thermo Fisher to buy German genetic tester Qiagen in $11.5 billion deal

The $11.5 billion acquisition price of Qiagen, a leading global provider of molecular diagnostics and sample preparation technologies, also includes the assumption of approximately $1.4 billion of its net debt. 

Thermo Fisher Scientific is the world leader in serving science, with revenues of more than $24 billion and approximately 70,000 employees globally. 

"We are excited to bring together our complementary offerings to advance our customers' important work, from discovery to diagnostics," said Marc N Casper, chairman, president and chief executive officer of Thermo Fisher Scientific, adding that the transaction would be immediately accretive and to generate significant cost and revenue synergies.

Qiagen is a leading provider of life science and molecular diagnostic solutions and employs approximately 5,100 people at 35 locations in more than 25 countries. The company generated 2019 revenue of $1.53 billion. 

Its sample preparation technologies are used to extract, isolate and purify DNA, RNA and proteins from a wide range of biological samples. The company's assay technologies are then used to amplify and enrich these biomolecules to make them readily accessible for analysis. In addition, Qiagen’s instruments can be used to automate these workflows, while its bioinformatics systems provide customers with relevant, actionable insights.

"Our vision at Qiagen has always been to make improvements in life possible with our differentiated sample to insight molecular testing solutions," said Thierry Bernard, interim chief executive officer of Qiagen NV and senior vice president, head of the molecular diagnostics business area.

The transaction helps Thermo Fisher expand its specialty diagnostics portfolio with attractive molecular diagnostics capabilities, including infectious disease testing. 

The combined company will accelerate the development of higher-specificity, faster and more comprehensive tests that may improve patient outcomes and reduce the cost of care. It will also have an expanded commercial and geographic reach and customer access. 

Thermo Fisher expects to realise total synergies of $200 million by year three following the close, consisting of $150 million of cost synergies and $50 million of adjusted operating income1 benefit from revenue synergies.

The transaction, which is expected to be completed in the first half of 2021, is subject to the satisfaction of customary closing conditions, including the receipt of applicable regulatory approvals, the adoption of certain resolutions relating to the transaction at an extraordinary general meeting of Qiagen's shareholders, and completion of the tender offer.

Thermo Fisher has obtained committed bridge financing. Permanent funding is expected to come from cash on hand and the issuance of new debt. The transaction is not subject to any financing condition. 

JP Morgan Securities LLC and Morgan Stanley & Co LLC are serving as financial advisors to Thermo Fisher, and Wachtell, Lipton, Rosen & Katz is serving as legal counsel.

Goldman Sachs International is serving as lead financial advisor for Qiagen while Barclays Bank is the financial advisor. De Brauw Blackstone Westbroek NV, Linklaters LLP and Mintz, Levin, Cohn, Ferris, Glovsky and Popeo PC are serving as legal counsel.