Bruker announced that it has entered into a definitive acquisition agreement with NanoString Technologies (based in Seattle, Washington), a leading provider of solutions for spatial transcriptomics and gene expression analysis.
Under the asset purchase agreement, Bruker expects to buy substantially all of the assets and rights associated with NanoString’s business, including the nCounter, GeoMx, CosMx, and AtoMx product lines, for about $392.6 million in cash, and the assumption of certain liabilities. Last year, NanoString generated revenues of approximately $168 million.
On April 19, 2024, the deal was approved under a court-supervised Chapter 11 sale process pursuant to Section 363 of the U.S. Bankruptcy Code, and it is expected to close in the second quarter of 2024, subject to customary closing conditions.
NanoString is a provider of life science tools for discovery and translational research with leading solutions for spatial transcriptomics and gene expression analysis. And for over 15 years and with over 7,000 peer-reviewed publications, scientists and medical researchers have depended on NanoString’s pioneering instruments to advance biological, translational and clinical disease research.
Bruker expects to fund the deal with cash on hand and established debt instruments. Following the closing, the NanoString business will become part of the Bruker Spatial Biology business.
As a preliminary estimate, for the remainder of 2024, the deal is expected to be dilutive to non-GAAP EPS by $0.15 to $0.20. And by 2026, Bruker expects the NanoString business to have rebounded and to be near break-even with resumed revenue growth and margin improvements, also taking advantage of deal synergies, as Bruker is not acquiring NanoString’s public company overhead in this asset deal.
Morgan, Lewis & Bockius and Goldman Sachs are serving as legal and financial / strategic advisors, respectively, to Bruker. And NanoString is represented by Willkie Farr & Gallagher as counsel, AlixPartners as restructuring advisor and Perella Weinberg Partners as restructuring investment banker.
KEY QUOTES:
“The acquisition of NanoString will add gene expression profiling and spatial transcriptomics solutions and products to Bruker’s spatial biology portfolio. NanoString’s innovative platforms are complementary to Bruker’s high-performance CellScape™ spatial proteomics platform. Over time we expect considerable, high-margin consumables pull-through, which is inherent in spatial and single-cell biology solutions.”
– Dr. Mark R. Munch, President of the Bruker NANO Group
“Bruker regards Spatial Biology as a key pillar of our strategic focus on the post-genomic era. For 2027 and beyond, we expect our combined Spatial Biology business to achieve double-digit organic revenue growth with increasing non-GAAP EPS accretion. Bruker has a proven management process and an experienced leadership team with a successful track record of integrating acquisitions and improving their profitable growth performance substantially over the years, while generating an attractive return on invested capital.”
– Frank H. Laukien, Bruker’s President & CEO
