NEW YORK – Meridian Bioscience announced on Thursday that it has entered into an agreement to be acquired by a newly formed affiliate of Korean diagnostic company SD Biosensor and investment firm SJL Partners for about $1.53 billion.
SD Biosensor and SJL will fund the acquisition through a combination of cash on hand and additional financing capacity, Meridian said in a statement. The newly formed vehicle will acquire 100 percent of the outstanding shares of Meridian, with SD Biosensor owning approximately 60 percent and SJL owning about 40 percent. The consortium intends to operate Meridian as an independent entity with the firm's leadership team and Cincinnati headquarters expected to remain in place.
The deal is expected to close in Q4 2022, and Meridian will no longer be traded or listed on any public securities exchange, it said.
Meridian shareholders will receive $34.00 per share in cash under the terms of the agreement, a premium of approximately 32 percent over Meridian's closing stock price on the day before SD Biosensor and SJL's first offer on March 18 and a premium of 16 percent based on the one-month average price per share of common stock starting June 7.
"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 [SD Biosensor's] industry expertise and complementary offerings," Meridian CEO Jack Kenny said in a statement.
Young Shik Cho, SD Biosensor's chairman, added that Meridian would be "a great partner" to accelerate the Seoul-based firm's entry into the US in vitro diagnostic market.
"The combination of Meridian's product commercialization team with deep expertise in the regulated US market, [SD Biosensor'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," SJL Chairman and Managing Partner Steve Sukjung Lim said in a statement.
Separately on Thursday, Meridian announced its preliminary fiscal Q3 financial results. Preliminary net revenues are expected to be between $66 million and $69 million, up from $63.5 million in Q3 2021. Diagnostics segment revenues are anticipated to be between $41 million and $43 million. Life Science segment revenues are expected to be between $25 million and $26 million, with sales of immunological reagents contributing about 69 percent and molecular reagents contributing about 31 percent.