Adds Highly Complementary Business in Gene
Expression Profiling and Spatial Transcriptomics for Discovery and
Translational Research
Bruker Corporation (Nasdaq: BRKR) today announced that it has
closed its asset acquisition of the business of NanoString
Technologies, Inc., headquartered in Seattle, Washington, a leading
provider of life-science research solutions for spatial
transcriptomics and gene expression analysis.
Under the asset purchase agreement, Bruker has now acquired
substantially all of the assets and rights associated with
NanoString’s business, including the nCounter®, GeoMx®, CosMx™ and
AtoMx™ product lines, for approximately $392.6 million in cash, and
the assumption of certain liabilities. In 2023, NanoString
generated revenues of approximately $168 million.
NanoString’s innovative platforms and leading solutions for
spatial transcriptomics and gene expression analysis have been
critical in enabling scientists and medical researchers to advance
vital discovery, translational, and pre-clinical disease research,
leading to over 7,000 peer-reviewed publications. The products and
organizational infrastructure of NanoString and Bruker are highly
complementary, and under Bruker’s ownership, the combined
organization will leverage each other’s strengths to continue to
innovate and support the discovery and translational research
communities with a broad set of leading solutions, ushering in the
single cell and spatial biology revolution.
“We have a proven track record in successfully integrating and
nurturing our acquired businesses for growth and increased
profitability, while preserving their cutting-edge R&D. We are
excited to carry forward all the NanoString product lines which are
so important for science and medical research,” commented Dr. Mark
R. Munch, President of the Bruker NANO Group. “NanoString’s
innovative platforms are complementary to Bruker’s high-performance
CellScape™ spatial proteomics platform and contribute further to
Bruker’s leadership in the post-genomic era.”
Confirming Bruker’s April 22nd press release, Bruker expects the
NanoString business to be near break-even by 2026 with resumed
revenue growth, margin improvements, and transaction synergies,
including public company costs, which are not assumed in this asset
deal. As a preliminary estimate, for the remainder of 2024, the
transaction is expected to be dilutive to Bruker’s non-GAAP EPS by
$0.15 to $0.20. Due to significant business disruption and
uncertainty, Bruker is not yet in a position to give financial
guidance on the NanoString business for 2024, but Bruker expects to
add this business to Bruker’s guidance by 2025 and beyond.
Brad Gray, NanoString CEO, added: “We are proud to have
pioneered spatial biology and built an enterprise with compelling
solutions that advance scientific and medical research. Bruker will
provide a great home for our talented team who will continue to
serve NanoString’s current and future customers in our mission to
map the universe of biology.”
Morgan, Lewis & Bockius LLP and Goldman Sachs & Co. LLC
are serving as legal and financial / strategic advisors,
respectively, to Bruker. NanoString is represented by Willkie Farr
& Gallagher LLP as counsel, AlixPartners LLP as restructuring
advisor and Perella Weinberg Partners L.P. as restructuring
investment banker.
About Bruker Corporation – Leader of the Post-Genomic Era
(Nasdaq: BRKR)
Bruker is enabling scientists and engineers to make breakthrough
post-genomic discoveries and develop new applications that improve
the quality of human life. Bruker’s high-performance scientific
instruments and high-value analytical and diagnostic solutions
enable scientists to explore life and materials at molecular,
cellular, and microscopic levels. In close cooperation with our
customers, Bruker is enabling innovation, improved productivity,
and customer success in post-genomic life science molecular and
cell biology research, in applied and biopharma applications, in
microscopy and nanoanalysis, as well as in industrial and cleantech
research, and next-gen semiconductor metrology in support of AI.
Bruker offers differentiated, high-value life science and
diagnostics systems and solutions in preclinical imaging, clinical
phenomics research, proteomics and multiomics, spatial and
single-cell biology, functional structural and condensate biology,
as well as in clinical microbiology and molecular diagnostics. For
more information, please visit www.bruker.com.
Cautionary Statement Regarding Forward-Looking
Statements
This communication contains “forward-looking statements”
regarding Bruker’s acquisition of the NanoString business in an
asset deal. All statements, other than statements of historical
facts, including statements concerning Bruker’s fiscal year 2024
financial outlook, our outlook for non-GAAP EPS for the remainder
of 2024, the future financial performance of the NanoString
business, including its net income, revenue growth and operating
margin, the timing and achievement of organic revenue growth and
non-GAAP EPS accretion from the combined Spatial Biology business;
Bruker’s and NanoString’s plans, objectives, goals, beliefs,
strategy and strategic objectives, future events, business
conditions, results of operations, financial position, business
outlook, business trends and other information, may be
forward-looking statements. Forward-looking statements generally
can be identified by the use of forward-looking terminology such as
“anticipate,” “believe,” “contemplate,” “continue,” “could,”
“estimate,” “expect,” “goal,” “intend,” “may,” “plan,” “potential,”
“predict,” “project,” “seek,” “should,” “strategy,” “target,” or
“will” or the negatives of these terms or variations of them or
similar terminology. Readers are cautioned that any such
forward-looking statements are not guarantees of future performance
and involve risks and uncertainties and are cautioned not to place
undue reliance on these forward-looking statements. Actual results
may differ materially from those currently anticipated due to a
number of risks and uncertainties. Risks and uncertainties include,
but are not limited to, Bruker’s ability to integrate NanoString
and achieve the expected synergies; risks relating to the potential
diversion of management’s attention from Bruker’s ongoing business
operations; the risk of stockholder litigation and any other legal
proceedings relating to the transaction, including resulting
expense; the risk that any announcements relating to the
transaction could have adverse effects on the market price of
Bruker’s common stock; the risk that the transaction and its
announcement could have an adverse effect on the ability of
NanoString to retain and hire key personnel and to maintain
relationships with customers, vendors, employees and other business
partners and on its operating results and business generally; and
the risk that Bruker’s financial results may not be consistent with
current guidance or that Bruker may not reliably predict the impact
of the acquisition on its financial results or guidance. For
further discussion of these and other risks and uncertainties, see
Bruker’s most recent Form 10-K and Form 10-Q filings with the SEC.
Except as required by law, Bruker does not undertake any duty to
update forward-looking statements to reflect events after the date
of this press release.
About NanoString Technologies, Inc.
NanoString Technologies, a leader in spatial biology, offers an
ecosystem of innovative discovery and translational research
solutions, empowering our customers to map the universe of biology.
The GeoMx® Digital Spatial Profiler is a flexible and consistent
solution combining the power of whole tissue imaging with gene
expression and protein data for spatial whole transcriptomics and
proteomics. The CosMx™ Spatial Molecular Imager is a single-cell
imaging platform powered by spatial multiomics enabling researchers
to map single cells in their native environments to extract deep
biological insights and novel discoveries from one experiment. The
AtoMx™ Spatial Informatics Platform is a cloud-based informatics
solution with advanced analytics and global collaboration
capabilities, enabling powerful spatial biology insights anytime,
anywhere. At the foundation of our research tools is our nCounter®
Analysis System, which offers a secure way to easily profile the
expression of hundreds of genes, proteins, miRNAs, or copy number
variations, simultaneously with high sensitivity and precision. For
more information, please visit www.nanostring.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20240506100215/en/
Investors: Justin Ward Sr. Director, Investor Relations
& Corporate Development Bruker Corporation T: +1 (978) 313-5800
E: Investor.Relations@bruker.com
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