Merck to Buy Sigma for $17 Billion

The acquisition is expected to be immediately accretive to Merck’s EPS pre–one-time items and to EBITDA margin. The purchase will be financed by €2 billion ($3 billion = €0.78 = $1) in cash, €4 billion ($5 billion) in bank loans and €7 billion ($9 billion) in bonds. Integration costs are estimated to be €400 million ($513 million) over three years. The deal requires acceptance by at least 50% of Sigma shareholders.

Darmstadt, Germany and St. Louis, MO 9/22/14—Pharmaceutical and chemical company Merck KGaA has agreed to acquire Sigma-Aldrich, a life science and technology firm, for $140 per share in cash, or approximately $17 billion. The price represents a 37% premium to Sigma’s September 19 closing stock price. The companies offer a complementary range of products including lab chemicals, biologics and reagents for labs, and products for pharmaceutical and biopharmaceutical manufacturing. The combined company would have 2013 revenues of €4.7 billion ($6.1 billion = 0.77 = $1) and EBITDA of $2.0 billion. “This transaction marks a milestone on our transformation journey aimed at turning our three businesses into sustainable growth platforms. For our life science business it’s even more than that: it’s a quantum leap. In one of the world’s key industries two companies that fit perfectly together have found each other to present a much broader product offering to our global customers in research, pharma and biopharma manufacturing and diagnostic and testing labs,” stated Karl-Ludwig Kley, chairman of Merck’s Executive Board. “As such, the combination of Merck and Sigma-Aldrich will secure stable growth and profitability in an industry that is driven by trends such as the globalization of research and manufacturing. What’s more, the combination gives us the possibility to invest even more in innovation going forward.” Sigma shareholders will vote on the proposal at a special meeting. Merck expects to achieve synergies of approximately $340 million, which should be fully realized within three years of the transaction’s closing. The deal is expected to close in mid-2015. (For more, see page 1.)

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