LabCorp to Acquire Sequenom

(San Diego, CA, USA), which is in the business of non-invasive prenatal testing (NIPT) for reproductive health, have entered into a definitive agreement and plan of merger.

According to the terms of the agreement and plan of merger, LabCorp will acquire all of Sequenom’s outstanding shares in a cash tender offer for USD 2.40 per share, or an equity value of USD 302 million, which represents a total enterprise value of approximately USD 371 million, including net indebtedness.

As per the terms of the agreement and plan of merger, LabCorp has formed an acquisition subsidiary, Savoy Acquisition Corp., which will commence a tender offer to purchase all of Sequenom’s outstanding shares for USD 2.40 per share. After the completion of the tender offer, LabCorp expects to consummate a merger of Savoy Acquisition and Sequenom, wherein its shares that have not been purchased in the tender offer will be converted into the right to receive the same cash price per share as paid in the tender offer. The acquisition is expected to be completed by the year’s end.

"Sequenom's market-leading NIPT and genetic testing capabilities will advance LabCorp's strategy to deliver world-class diagnostic solutions," said David P. King, chairman and chief executive officer of LabCorp. "This is exactly the kind of strategic acquisition that LabCorp seeks: Sequenom was the first laboratory to offer a clinically validated NIPT test (MaterniT 21) and has performed more than 500,000 tests to date. Sequenom's proven best-in-class technology and strong research complement LabCorp's extensive women's health offering, providing patients and physicians with one source for the most complete range of testing options in women's health, including NIPT and reproductive genetics."

King added: "Sequenom expands LabCorp's geographic reach both domestically and internationally, offering services through licensing and commercial partnerships with an emphasis on the European Union and Asia Pacific. The addition of Sequenom to the LabCorp family meets our stated financial criteria, and creates a market leader in NIPT, women's health and reproductive genetics, furthering our mission to improve health and improve lives around the globe."

"We are extremely excited to join LabCorp in its mission to deliver world-class diagnostic solutions," said Dirk van den Boom, Ph.D., president and CEO, Sequenom. "Strategically, this transaction makes sense. LabCorp is the world's leading healthcare diagnostics company, providing comprehensive clinical laboratory and end-to-end drug development services. Sequenom is a pioneer in noninvasive prenatal testing for reproductive health. Over the last nine months, Sequenom has vastly enhanced its technology, operations, and business prospects. The opportunities this transaction presents are significant and important both for our reproductive health business as well as our liquid biopsy strategy. Becoming part of LabCorp helps Sequenom reach a much broader market for our innovative testing."

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Laboratory Corporation of America Holdings
Sequenom