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Bruker BioSciences to Buy Molecular Spectroscopy Business Bruker Optics for $135M

NEW YORK, April 18 (GenomeWeb News) - Bruker BioSciences plans to pay $135 million to buy all of the shares of privately held molecular spectroscopy company Bruker Optics, Bruker said late yesterday.

The acquisition will enable Bruker BioSciences to sell mass spectrometry, X-ray-analysis, and now molecular spectroscopy platforms for proteomics as well as chemical and materials analysis, the company said.

The deal will give Bruker BioSciences "access to some fast-growing new market segments and applications," President and CEO Frank Laukien said in a statement. He singled out Optics' pharmaceutical process analytical technologies and pharma forensics plays.

He said the acquisition will increase by more than $700 million the market in which Bruker BioSciences participates.

Five undisclosed members of the Laukien family who currently own approximately 58 percent of Bruker BioSciences also own 98 percent of Bruker Optics' stock, making the acquisition a "related-party transaction." The Laukien shareholders will accept "various combinations" of cash and Bruker BioSciences stock for their Bruker Optics shares, the company said.

The Optics business, based near Bruker BioSciences in Billerica, Mass., develops, manufactures, and sells research, analytical and process-analysis instruments based on Fourier Transform infrared and near-infrared technology, and on FT and dispersive Raman spectroscopy.

In addition, the company exclusively distributes bench-top non-FT nuclear magnetic resonance instruments made by affiliate Bruker BioSpin.

Terms of the deal call for Bruker BioSciences to pay 59 percent, or $79.2 million, of the selling price in cash and 41 percent, or $55.8 million, in stock. The acquisition has been approved by both companies at the board level or by a "special committee" of directors.

Once the acquisition closes, Bruker Optics will become a Bruker BioSciences operating company, joining Bruker Daltonics and Bruker AXS. Dirk Laukien will continue to manage the business.

Bruker Optics has research and manufacturing facilities near Karlsruhe, Germany, and Houston, as well as "numerous" international sales, applications, and service offices.

In 2005, Bruker Optics recorded $78.7 million in total revenue and a $6.3 million net profit, the company said. As of Dec. 31, 2005, the company had around $4.3 million in cash.

"The combined company will benefit from a more diversified industrial customer base in the pharma/biotech, diagnostic, food & beverage, semiconductor, advanced materials and raw materials industries, as well as among academic, medical school, homeland security and governmental customers," Dan Klevisha, vice president of Bruker Optics, said in the statement. "We believe that we can leverage sales and marketing synergies from the resulting three Bruker BioSciences operating companies for incremental growth in several industrial applications."

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