Thermo Fisher to Acquire Proteomics Leader Olink in $3.1B Deal, Offering 74% Premium

To further expand its highly differentiated solutions, enhance Thermo Fisher Scientific’s competitiveness in the high-growth proteomics market, complement its existing life sciences and mass spectrometry product lines, accelerate the discovery of protein biomarkers, and provide robust collaboration opportunities, on October 17, 2023, Thermo Fisher Scientific Inc. (NYSE: TMO) ("Thermo Fisher Scientific"), the world leader in serving science, and Olink Holding AB (publ) ("Olink") (Nasdaq: OLK), a leading provider of next-generation proteomics solutions, reached the following agreement:Thermo Fisher Scientific to Acquire Olink for $26.00 per Share in Cash, equivalent to CAD 26.00 per American Depositary Share in cash.At a 74% premium to the previous day's closing price, with a transaction value of $3.1 billion,This includes approximately $143 million in net cash. The stock was completed on NASDAQ on October 16, 2023, the last trading day before the transaction was announced.

Olink is currently the benchmark company in the field of next-generation proteomics.HeadquartersLocated in Sweden,Business spans across the Americas, Europe, and the Asia-Pacific region.The world's top 40 pharmaceutical companies are all its clients, and its revenue is expected to reach 200 million US dollars in 2023. Its products include upstream reagents and automation equipment, mainly used in protein biomarker discovery and clinical drug efficacy research.

Olink's technical platform is called Proximity Extension Assay (PEA). Its core principle is: utilizing a pair of "antibody pairs" to specifically recognize two adjacent binding sites on the target protein, then converting the quantitative detection of the target protein into real-time quantitative detection of oligonucleotides (labeled on the heavy chains of the "antibody pair"). This technology has a verified library of more than 5,300 protein biomarker targets and is widely used, with over 1,400 scientific publications.

Marc N. Casper, Chairman, President, and Chief Executive Officer of Thermo Fisher Scientific, stated"The acquisition of Olink highlights the profound impact of proteomics on our customers' continued advancement in life science research and precision medicine." "The transformative and innovative products validated by Olink are highly complementary to our leading mass spectrometry and life sciences platforms. Our company is uniquely positioned to bring this technology to our customers, enabling them to achieve scientific breakthroughs more rapidly. We look forward to welcoming our colleagues from Olink to Thermo Fisher Scientific."

Olink CEO Jon Heimer said"Olink is committed to advancing the understanding of human biology by accelerating the application of next-generation proteomics and providing unprecedented, industry-leading, high-quality data at scale. Thermo Fisher Scientific's deep life sciences expertise, global reach, and operational excellence will bring significant opportunities for customers, employees, and our shareholders."

The transaction is expected to be completed by mid-2024., subject to customary closing conditions, including receipt of applicable regulatory approvals and the completion of the tender offer. As part of the transaction, Olink's largest shareholder, Summa Equity AB, along with additional Olink shareholders and management (collectively holding more than 63% of Olink’s ordinary shares), have entered into support agreements, agreeing to tender their shares in the offer. Thermo Fisher Scientific expects to fund the acquisition using a combination of cash on hand and debt financing. Upon completion,Olink will become part of Thermo Fisher Scientific's Life Sciences Solutions segment.

Olink is expected to generate more than $200 million in revenue in 2024, and as part of Thermo Fisher Scientific, it is anticipated to achieve normal growth around 2033. In the first full year of ownership, the transaction is expected to dilute earnings per share by $0.17. Excluding financing costs and non-cash equity compensation costs related to the transaction, it is projected to contribute $0.10 to earnings per share during the transaction period. Thermo Fisher Scientific anticipates achieving approximately $125 million in adjusted operating income from revenue and cost synergies by the fifth year after closing. The expectation of strong long-term business growth and strategic collaboration makes this transaction highly compelling.