Life Technologies Corporation (NASDAQ:LIFE) today announced it has signed a definitive agreement to sell its ownership stake in its mass spectrometry business, operated as a joint venture, to Danaher Corporation (NYSE:DHR) for $450 million in cash. Danaher has also signed an agreement to acquire Life Technologies' joint venture partner in the mass spectrometry business, MDS Analytical Technologies, a division of MDS Inc. (NYSE:MDZ). The transaction is expected to close in the fourth quarter of 2009.
"The sale of our mass spectrometry business will enable us to continue our focus on our core competencies," said Greg Lucier, Chairman and Chief Executive Officer of Life Technologies. "By concentrating on biological solutions that leverage our expertise in DNA, RNA, proteins and cells, we will continue to drive breakthroughs in life science research, genomic medicine, moleculardiagnostics and applied markets."
Mr. Lucier continued, "Our mass spectrometry joint venture with MDS is a market leader and we are pleased that a strong company like Danaher will integrate the two sides of this excellent franchise into one organization. Customers, employees and business partners will all benefit from now having one company represent this award-winning, revitalized product line in the future."
Life Technologies does not expect the sale of its mass spectrometry business to affect its previously announced full year 2009 earnings expectations. In addition, the company reiterated its synergy targets for the Invitrogen and Applied Biosystems merger of $95 million in 2009 and $175 million by 2011.
"We are confident the transition of the mass spectrometry business to Danaher will go smoothly, as we plan to use the same rigor and process in this divestiture that we've been using for the Invitrogen and Applied Biosystems merger," said Mark Stevenson, President and Chief Operating Officer of Life Technologies. "The same team that has handled the merger integration process will handle this divestiture."
The transaction is subject to customary closing conditions, and is also conditioned upon the completion of MDS Inc.'s sale of its Analytical Technologies division, which itself is conditioned upon approval from MDS' shareholders. The transaction is expected to close in the fourth quarter of 2009 and is not subject to any financing conditions. Moelis & Company and Thomas Weisel Partners are acting as financial advisors and DLA Piper is serving as legal counsel to Life Technologies.
Life Technologies will host a teleconference today at 6:00 a.m. PDT / 9:00 a.m. EDT to discuss the transaction. To participate, please call (866) 610-1072 (for callers within the U.S.) and (678) 905-9428 (for international callers) and use access code 28125787. A webcast of the teleconference can be accessed at www.lifetechnologies.com. A replay of the call will be available for one week at (800) 642-1687 for callers within the U.S.), or (706) 645-9291 (for international callers) and use access code 28125787.
About Life Technologies
Life Technologies Corporation (NASDAQ: LIFE) is a global biotechnology tools company dedicated to improving the human condition. Our systems, consumables and services enable researchers to accelerate scientific exploration, driving to discoveries and developments that make life even better. Life Technologies customers do their work across the biological spectrum, working to advance personalized medicine, regenerative science, molecular diagnostics, agricultural and environmental research, and 21st century forensics. Life Technologies had sales of more than $3 billion in 2008, employs approximately 9,500 people, has a presence in more than 100 countries, and possesses a rapidly growing intellectual property estate of approximately 3,600 patents and exclusive licenses. Life Technologies was created by the combination of Invitrogen Corporation and Applied Biosystems Inc.
Safe Harbor Statement
This press release includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including but not limited to, statements as to industry trends and Life Technologies' plans, objectives, expectations and strategy for its business, and Life Technologies intends that such forward-looking statements be subject to the safe harbor created thereby. These forward-looking statements are subject to risks and uncertainties that could cause actual results or events to differ materially from those expressed or implied by such forward-looking statements. Any statements that are not statements of historical fact are forward-looking statements, in particular, statements regarding the anticipated completion of the divestiture of our mass spectrometry business, the anticipated proceeds of the divestiture, our expectations regarding research and development activities, our expectations regarding use of cash, and our expectations regarding our business model and execution of our strategic plan.
When used, the words "believe," "plan," "intend," "anticipate," "target," "estimate," "seek." "expect" and the like, and/or future tense or conditional constructions ("will," "may," "could," "should," etc.), or similar expressions, identify certain of these forward-looking statements. Important factors which could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, the result of the review of the proposed divestiture by various regulatory agencies, any conditions imposed on Life Technologies in connection with consummation of the divestiture, satisfaction of various conditions to the closing of the divestiture contemplated by the definitive agreement, and certain other factors detailed in filings made by Life Technologies with the Securities and Exchange Commission. This press release speaks only as of its date, and Life Technologies undertakes no obligation to update or revise any such forward-looking statements to reflect subsequent events or circumstances