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DiaSorin to Acquire Luminex for $1.8B

NEW YORK ─ DiaSorin said on Sunday that it has signed an agreement to acquire Luminex for approximately $1.8 billion in cash.

Under the terms of the agreement, Luminex's shareholders will receive $37 for each share of their stock in the Austin, Texas-based company. Luminex will be merged with a newly formed US subsidiary of DiaSorin.

The transaction, expected to close within the third quarter of 2021, represents a premium of about 23.1 percent to Luminex's closing share price on Feb. 24, the day prior to rumors that DiaSorin was planning to acquire Luminex. On Feb. 25, as a result of the rumors, shares of Luminex had risen as much as 16 percent in trading on the Nasdaq.

Following the acquisition, the combined entity will have 2020 revenues of approximately €1.25 billion ($1.49 billion), DiaSorin said, adding that the transaction will be immediately accretive to its earnings per share and is expected to provide cost synergies of approximately $55 million within three years after closing.

Saluggia, Italy-based DiaSorin noted that the transaction provides it with access to multiplexing technology and molecular testing products that will strengthen its offering in the molecular diagnostics space. Luminex has a broad menu of tests for infectious diseases, including respiratory infections, vector-borne, hospital-acquired infections, and gastroenterology infections, as well as genetic testing and women’s health.

DiaSorin added that the acquisition sets a foundation for new partnerships and business development through life science products, and broadens its presence in the US. Similarly, the deal would accelerate the penetration of Luminex's testing products outside the US through DiaSorin’s commercial and geographical reach.

"With the merger into DiaSorin, we believe we can expand the value our customers receive through an expanded global product and service portfolio," Nachum Shamir, chairman, president, and CEO of Luminex, said in a statement.

DiaSorin said that it will fund the transaction through a mix of cash and external financing. On Sunday, the company inked an agreement with a syndicate of banks, consisting of BNP Paribas, Citibank, Mediobanca, and UniCredit, for a term loan of $1.1 billion due in 2026 and a bridge loan of $500 million due within 12 months with extension options.

Morgan Stanley was the lead financial advisor to DiaSorin for the deal, and Perella Weinberg Partners was financial advisor to Luminex.

JP Morgan on Monday upgraded its rating of Luminex to Neutral.

Shares of Luminex on the Nasdaq were up more than 11 percent on Monday morning at $36.65.