NEW YORK (GenomeWeb News) – Gen-Probe announced today that it has made an offer to acquire UK molecular diagnostics maker Tepnel Life Sciences for £92.8 million ($132.2 million).
The acquisition would provide Gen-Probe with an entry into the transplant diagnostics market as well as genetic tests that Gen-Probe believes are complementary to its molecular diagnostics products. Tepnel also has collaborations with pharmaceutical clients to develop companion diagnostics.
The boards of directors of both firms have unanimously approved the deal, which is expected to close in the second quarter of 2009. Tepnel's board will recommend that the firm's shareholders vote in favor of the transaction, while the board and institutional investors holding around 40 percent of Tepnel's shares have pledged to vote in favor of it.
Tepnel is an established diagnostics player in the human leukocyte antigen testing market. It sells xMAP multiplex assays for transplant testing under an agreement with Luminex. It also sells genetic tests for cystic fibrosis, Down's syndrome, familial hypercholesterolemia, and other diseases.
Gen-Probe believes the acquisition of Tepnel will "provide immediate access to attractive growth opportunities in transplant diagnostics, genetic testing and pharmaceutical services, as well as accelerate our ongoing strategic efforts to strengthen our marketing and sales, distribution and manufacturing capabilities in the rapidly growing European molecular diagnostics market," Gen-Probe Chairman and CEO Hank Nordhoff said in a statement.
Gen-Probe will pay 27.1 pence ($.386) per share in cash for each share of Tepnel outstanding. The purchase price represents a 126 percent premium to Tepnel's closing price on Jan. 21, the day before Tepnel announced it was involved in acquisition discussions.
San Diego-based Gen-Probe expects to pay for the deal with cash currently on its balance sheet. It said that it expects to take charges for non-recurring cash and non-cash acquisition-related costs, which will be determined at a later time.
The transaction is expected to be neutral to Gen-Probe's 2009 EPS and accretive to its 2010 EPS, it said.
Last summer, Gen-Probe lost a bidding war to Solvay Pharmaceuticals to acquire Belgian molecular diagnostics firm Innogenetics, which also has an established presence in the HLA testing market.