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Fisher Scientific, Thermo Electron, Evotec, Spotfire, BioImagene, Open Biosystems


Fisher Scientific, Thermo Electron to Merge in $10.6B Deal

Thermo Electron and Fisher Scientific announced this week that they will merge in a stock-for-stock deal expected to result in a company with $9 billion in revenues and $1 billion in cash flow in 2007.

The deal was unanimously approved by the boards for both companies and is expected to close in the fourth quarter. The resultant company will be named Thermo Fisher Scientific.

Upon consummation of the deal, which is being structured as a reverse merger by Thermo, Thermo shareholders will own about 39 percent of the new company and Fisher shareholders will own the remaining 61 percent.

The companies said that the merger will be accretive to earnings, and Thermo expects 2007 adjusted earnings per share of the combined company to be in the range of $2.27 to $2.37, reflecting accretion of approximately 18 percent to Thermo's consensus 2007 adjusted earnings per share. Additionally, the deal is expected to result in a 20-percent compound annual growth rate in adjusted earnings per share over three years.

Thermo and Fisher said that the merger will generate $200 million of cost- and revenue-related synergies in three years. Next year's synergies are expected to be at least $75 million.

Thermo Fisher Scientific will be headquartered in Waltham, Mass., and will continue to have an office in Hampton, NH The combined company will have 7,500 sales and marketing staff worldwide serving 350,000 customers.

Following completion of the merger, Marijn Dekkers, president and CEO of Thermo, will become president and CEO of Thermo Fisher Scientific. Paul Meister, vice chairman of the board for Fisher, will become chairman of the board of the combined company. Paul Montrone, chairman and chief executive officer of Fisher, will step down but remain an advisor. Jim Manzi, chairman of the board of Thermo, will serve on the board of directors of the combined company. Thermo Fisher Scientific's board of directors will comprise eight members, with five nominated by Thermo and three nominated by Fisher.

Evotec Reports Decline in Sales, Mounting Losses in Tools and Tech Division; Despite Increased Sales, Profit in Service Unit

Evotec this week reported a 13-percent decline in third-party revenues and mounting losses for its Tools and Technologies division for the first quarter, despite a 14-percent revenue spike in its Services division. The company also reported layoffs in both divisions in 2005 and into 2006.

Third-party revenues for the Tools and Tech division fell to €2.0 million ($2.6 million) from €2.3 million in the first quarter of 2005. Evotec said that first-quarter revenues are traditionally weak for this division, which typically follows strong year-end sales.

Net loss for the Tools and Tech division increased 14 percent to €1.8 million from €1.5 million in the year-ago period, and R&D expenditures fell 22 percent to €1.2 million from €1.5 million year over year. Evotec attributed the large decline in R&D expenses to the recent completion of the company's upgrade to the Opera confocal cell analyzer.

"Going forward, demand for products from ET's growing cell biology business remains strong," Evotec said in a statement. "Since the beginning of the year, ET has received a $2.8 million order from the University of Cincinnati and Cincinnati Children's Hospital Medical Center (see CBA News, 4/7/2006), as well as several Opera orders from pharmaceutical customers and academic institutions. On this basis, Evotec continues to expect an improvement of ET's financial performance for 2006."

Evotec's Tools and Technologies division sells instruments for high-content and high-throughput screening, including the EvoScreen integrated screening workstation, the former Zeiss uHTS instruments, and the Opera confocal cell analyzer. It also sells compound reformatting instruments, cell-handling devices, screening software, and consumables such as microplates, chips, and assay reagents.

Revenues for Evotec's Services division increased 14 percent to €15.4 million from €13.6 million year-over-year, and the division turned a profit of €1.4 million, compared to a €2.8 million net loss in Q1 2005. The company also reported a 42-percent decrease in R&D expenses for the Services division.

Evotec's third division, Pharmaceuticals, logged revenues of €500,000 from a target-discovery collaboration with Takeda. In 2005, revenues with Takeda were not consolidated before May 26, Evotec said.

At the end of March, Evotec employed 593 individuals, down from 625 in 2005, despite the addition of 30 employees from its acquisition of Evotec Neurosciences (see CBA News, 3/8/2005) and bolstering the Pharmaceutical division workforce. Evotec said that the reduction in headcount was a result of restructuring during 2005 and into 2006 in the Services and Tools and Technologies divisions.

Spotfire and BioImagene Integrate Software

Spotfire has integrated its DecisionSite analytical platform with BioImagene's SIMS (Scientific Image Management System) software, the companies said this week.

The combined offering will be available to customers "from May onwards," the companies said in a statement.

BioImagene's SIMS is an image data-mining repository, while Spotfire's DecisionSite is an interactive analytics software package.

"Our customers have made significant investments in capturing, analyzing, and sharing image data. However, they have traditionally lacked the tools to combine high-content screening data with raw images for better, faster analysis," said Gauri Naik, marketing director of BioImagene, in a statement.

In 2004, BioImagene acquired Scimagix, which developed SIMS, and also sold an image-management software platform for cell-based assays called CellMine HCS. In November, BioImagine launched a new product called CellMine 2.0, which combined features of both companies' software and is capable of acquiring, archiving, retrieving, analyzing, and mining images for data (see CBA News, 11/14/2005).

Spain's CIC Biogune Joins Open Biosystems' Open Access RNAi Program

Open Biosystems this week said that CIC Biogune, of Bilbao, Spain, has joined its Open Access RNAi Program, and, as part of the program, has bought Open Biosystems' whole-genome human retroviral shRNAmir library.

Open Biosystems' Open Access Program provides CIC Biogune's affiliated researchers with the ability to freely distribute the library within the institution, and a dedicated technical support team including scientific site visits. The program also offers an off-site backup for the library, Open said.

Financial terms of the deal were not disclosed.

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