Bruker BioSciences to Acquire Bruker BioSpin for $914M

Bruker BioSciences Corp. said Monday it is buying Bruker BioSpin, a company owned by its majority shareholders, in a cash-and-stock deal valued at $914 million. The deal for the privately held company includes $388 million in cash and 57.5 million shares of Bruker BioSciences. The stock was worth $526 million based on a trailing 10 trading day average closing price of $9.14 per share as of Nov. 28. Brucker, an X-ray technology maker, said the acquisition will help expand its market reach and product offerings. Bruker BioSpin makes research systems that use magnetic resonance technology. Members of the Laukien family, majority shareholders of Bruker BioSciences, fully own Bruker BioSpin and are expected to own about 69 percent of the new company after the deal is complete. The transaction was approved by Bruker BioSpin’s shareholders as well as the boards of its companies. It also received the unanimous approval of Bruker Biosciences’ independent directors and a special committee of independent directors. Bruker BioSpin will become a unit of Bruker BioSciences after the acquisition closes, with the combined company likely being renamed Bruker Corp. The new business is anticipated to have 2007 pro forma revenue of more than $900 million and more than 3,700 workers. Bruker BioSciences will hold a shareholder meeting to vote on the transaction in the first quarter. Dirk Laukien, a Bruker BioSpin shareholder and president of Bruker Optics, and Executive Chairman and Former Co-Chief Executive of Bruker BioSpin Tony Keller with join Bruker Biosciences’ board once they receive stockholder approval. The transaction is expected to close early next year, subject to customary conditions including shareholder and regulatory approvals as well as financing. It is expected to add to Bruker BioSciences’ earnings as well as improve its operating margin and cash flow.