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Mergers and Acquisitions

Date: 2016-05-27

Type of information: Company acquisition

Acquired company: FEI (USA - OR)

Acquiring company: Thermo Fisher Scientific (USA - MA)

Amount: $4.2 billion

Terms:

* On May 27, 2016, Thermo Fisher Scientific and FEI Company announced that their boards of directors have unanimously approved Thermo Fisher’s acquisition of FEI for $107.50 per share in cash. The transaction represents a
purchase price of approximately $4.2 billion. FEI' business,which had 2015 revenues of $930 million, will become part of Thermo Fisher’s Analytical Instruments. The transaction is expected to be accretive to Thermo Fisher’s adjusted EPS1
by $0.30 in the first full year after close. Thermo Fisher expects to realize total synergies of approximately $80 million by year three following the close, consisting ofapproximately $55 million of cost synergies and approximately $25 million of adjusted operating income benefit from revenue-related synergies.
The transaction, which is expected to be completed by early 2017, is subject to the approval of FEI shareholders and the satisfaction of customary closing conditions, including applicable regulatory approvals. Thermo Fisher intends to use proceeds from committed debt financing and cash on hand tofund the transaction.
JP Morgan is acting as financial advisor to Thermo Fisher, and Wachtell, Lipton, Rosen & Katz is serving,as legal counsel. Goldman, Sachs & Co. is acting as financial advisor to FEI, and Wilson Sonsini Goodrich & Rosati is serving as legal counsel.

Details:

FEI designs, manufactures and supports high-performance electron microscopy workflows that provide images and information at micro-, nano- and picometer scales. Based in Hillsboro, Oregon, FEI has more than 3,000 employees worldwide and maintains R&D, sales and manufacturing operations primarily in Europe and the U.S. FEI’s high-end electron microscopes (EM) are complementary to Thermo Fisher’s mass spectrometry systems used for protein identification and  characterization. FEI’s Cryo-EM technology, for example, is a disruptive technique used increasingly for the analysis of proteins in structural biology. With its global scale and commercial  reach, Thermo Fisher also has the opportunity to drive the adoption of FEI’s technologies among  its life sciences customers, particularly in biopharma.

FEI also brings imaging technologies that improve quality and productivity, and expand Thermo Fisher’s capabilities in materials science. Its 3D nano-characterization and nano-prototyping technologies are  tools that support the growing trend toward development of devices that are increasingly smaller and more complex to manufacture. Thermo Fisher will benefit from FEI’s strong presence in the semiconductor market, creating a new growth opportunity within this customer set.
FEI is supported by more than 800 employees in over 20 countries, enabling customers to achieve maximum productivity from their instruments. The services business drives high-margin, recurring revenues that represent approximately 25% of
total FEI sales, and will contribute to Thermo Fisher’s growing services capabilities.

 

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Is general: Yes