Meridian Bioscience, a provider of diagnostic testing solutions and life science raw materials, entered into a definitive merger agreement with SD Biosensor and SJL Partners whereby a newly formed affiliate vehicle of the consortium will acquire Meridian in an all-cash transaction valued at approximately $1.53 billion.
“This announcement follows an extensive and deliberate review of Meridian’s growth and value creation opportunities in the context of the broader macroeconomic and industry environment,” says John C. McIlwraith, Meridian’s Chairman. “In consultation with external financial advisors and following outreach to potential strategic and financial partners, the Board unanimously agreed that this transaction represents the best path forward for Meridian shareholders, providing them with immediate, compelling and certain value, while enabling the Company to benefit from SDB’s and SJL’s capital support, expertise and experience.”
Jack Kenny, Meridian’s CEO, added: “We are excited to announce this new chapter for Meridian after the many years spent transforming the Company for sustainable growth. In addition to delivering immediate and significant value to our shareholders, we believe the transaction will enhance our ability to serve customers as we navigate the decline in COVID-19 testing demand and develop new products with the benefit of SDB’s industry expertise and complementary offerings. Current and prospective employees around the world will also benefit from an even stronger Meridian supported by SDB’s and SJL’s financial backing and experience. I look forward to working with SDB and SJL and the rest of our Meridian team to build long-term strength and drive further growth in the diagnostics space.”
Under the terms of the agreement, Meridian shareholders will receive $34.00 per share in cash, which represents a premium of approximately 32% over Meridian’s closing stock price on the day before the and a premium of 16% based on the one-month average price per share of common stock commencing June 7, 2022.
“We are pleased to be a family with Meridian Bioscience as a great partner for accelerating our entry into the U.S. IVD market,” says Young Shik Cho, Phd, Chairman of SDB, representing the Consortium. “I believe that SD Biosensor’s R&D capabilities and mass production know-how, Meridian Bioscience’s U.S. distribution network and expertise in the regulated U.S. market, and SJL Partners’ strong management expertise will enable compelling synergies.”
Steve Sukjung Lim, chairman and managing partner of SJL, added: “We are eager to begin this partnership with the Meridian team. The combination of Meridian’s product commercialization team with deep expertise in the regulated U.S. market, SDB’s broad product portfolio and scale manufacturing expertise, and SJL’s execution experience and partnership model will further position the Company for long-term success.”