By Rob Ridder and Heide Oberhauser-Aslan DOW JONES NEWSWIRES
FRANKFURT / NEW YORK (Dow Jones) – Merck KGaA surprisingly the acquisition of the laboratory technologies and services specialized Millipore Corp. of Massachusetts announced. The pharmaceutical and Chemical group from Darmstadt announced on the night of Monday, including the liabilities of the U.S. group had the transaction Volume of 5.3 billion euros. Depending Merck Millipore share will be paid 107 USD in cash. The leadership of both sides have the project already agreed.
Merck said that arises with the merger, "a the world’s leading partner for the Life Science Industry "with a sales volume of around 2.1 billion euros." Merck and Millipore fit, "said Karl-Ludwig Kley, Chief Executive Officer of Merck. The acquisition was a Another milestone in the history of the company. Merck was the Acquiring a better balance between pharmaceutical and chemical manufacturing.
Millipore, together with the Group would be able to entire value chain of pharmaceutical and biopharmaceutical customers . cover Three years after the completion of the acquisition, which for the second half is planned, Merck expects cost synergies of around 75 Million annually.
The intended acquisition is on the authority of Kley from day one of the Acquisition to contribute positively to earnings of Merck KGaA. The purchase was not only a strategically very attractive transaction from day one but a financially rewarding transaction, said the Manager on a conference call.
The offer by Merck evaluated after the Millipore Kleys Statement 15.1 times the expected 2010 EBITDAs and including synergies with the 12.5 times. With Merck Millipore buying a high-yielding and extremely profitable business, "said the manager. The acquisition fit perfectly with the acquisition targets of Merck and would significant value for shareholders of both companies provide. "The Acquisition for us is a further and important step in the Transformation of Merck, "he said.
The acquisition would strengthen its Millipore Chemicals business of Merck in the same way as did the acquisition of Serono pharmaceuticals activities have intensified. Merck to reach with the purchase for the first time in the chemicals business in the U.S. substantial size, said Kley. He described the acquisition as the diversification step. The integration of the estimated costs Management of Merck with 150 million USD, of which half this year and the other half of 2011 will occur. The transaction is expected in the be completed in second half of 2010th
Approve the takeover, in addition to the Antitrust authorities and the Millipore shareholders. In addition there will be a Extraordinary General Meeting to give, which, according Kley within about 80 days must take place.
Recently, Millipore had declared that it examines strategic alternatives for the future of the business.
Millipore is on laboratory products and services specializes in the development and manufacture of drugs be required, for example, ultra-fine filter. The company has its Headquarters in Billerica in Massachusetts, sat in Last year, 1.7 billion USD by the end of December and had long-term Liabilities of 890 million USD. The company has a strong basis to the European market.
According to unconfirmed press reports in the Laboratory equipment operating American Thermo Fisher Scientific recently have also made a bid for Millipore. The offer is However, uninvited, and had to have had a volume of 6 billion USD. Thermo Fischer was not on the bid by Merck on request . express Kley declined to comment to do so. "What the Competition has made, I can not tell them I know nothing, he merely said.
Merck’s offer represents a premium of 13% to Millipore closing share price on the Friday before. Yet if we changed the course of before last Friday based on when the meantime speculation about the Future of Millipore had not yet emerged, it is a Premium of 50%.
Merck KGaA wants to take their own Cash balances and a loan fund, the Bank of America, Merrill Lynch, BNP Paribas and Commerzbank have made available. Part of Financing will be replaced with bonds, such as Merck said. This wanted the group’s sound investment-grade rating given. As What are the cash balances, which are used to finance should, Kley did not say.
For Darmstaedter adopting the Reduce dependence on pharmaceuticals business, and at their own representation a "balanced" between the pharmaceutical and Chemistry result at group level. Merck currently earn in the Chemistry approximately 25% of total revenues. After the takeover Millipore will increase the proportion to 35%.
Significant changes at Merck plans Millipore apparently not. Operationally, the merger was in accordance with the principle of "best of both worlds "is planned, said the DAX Group. Management and corporate headquarters will remain. Merck was also on strong staff base of the U.S. company to build.
To the future financial flexibility after the transaction Kley said: "It is clear, we can not in the third year Such events do. "Of course, such a close Acquisition, first of all the financial latitude one, he added. "We will, however, the credit relative to our planning swiftly back, "promised the manager. The Companies were to maintain its investment grade rating.
We want to eventually be back in a position to take further steps develop for the company, "said the manager. The development of the pharmaceutical sector would not limited by the acquisition deals.
Observers evaluated the project on the morning positive. "On the first glance, although the acquisition of expensive, "said Heino Ruland by Ruland Research. Was positive, however, that Merck had short expect a positive profit contribution. And also keep Ruland feasible. "This is good for business Merck, "he ruled.
In a fixed DAX Merck shares up 2.3% at 12.49 clock gains 59.12 EUR.
Websites: www.merck.de www.millipore.com - By Rob Ridder and Jon Kamp, Dow Jones Newswires; +49 (0) 69 - 29725 111, unternehmen.de @ dowjones.com (Herbert Rude has contributed to this report.) DJG / rio / hoa / has / kla Visit our website http://www.dowjones.de
(END) Dow Jones Newswires
March 01, 2010 06:52 ET (11:52 GMT)
Copyright (c) 2010 Dow Jones & Company, Inc.
Tags: acquisition targets, life science industry, millipore corp, merck kgaa, dow jones newswires
