Center Valley, PA and Radnor, PA 5/5/17—Investment firm New Mountain Capital has announced an acquisition offer for VWR, a provider of product and service solutions to lab and production customers, for approximately $6.4 billion. New Mountain Capital will offer $33.25 per share, a 17% premium to VWR’s May 2 stock price, the date prior to speculation about the potential sale. VWR will merge with Avantor, a New Mountain Capital company that supplies ultra-high-purity materials to life science and advanced technology customers. New Mountain Capital stated that the purchase will create a vertically integrated organization for serving customers, research through production. “We will bring together our well-known expertise in ultra-high-purity materials and customized solutions with VWR’s global scale, unparalleled channel access and deep customer relationships. Collectively, this will create a larger, stronger and more diversified company with significantly enhanced scale and product breadth,” stated Avantor CEO Michael Stubblefield. “The global customers that we plan to serve in a more high-touch manner will immediately benefit from the combination, as we will provide end-to-end solutions that offer increased quality, effectiveness and productivity.” Mr. Stubblefield will lead the combined company. Pending shareholder and regulatory approval, the transaction is expected to close in the third quarter. Following the closing, VWR will no longer be publicly listed.

Madison Dearborn Partners (MDP) and VWR management, representing 35% of issued and outstanding shares, have agreed to vote in favor of the purchase. The sale will end MDP’s control of the company, which began in 2007 (see IBO 5/15/07) and continued after VWR’s 2014 IPO (see IBO 9/30/14). The transaction agreement specifies a 35 day “go shop” period in which VWR can seek other potential offers.

VWR President and CEO Manuel Brocke-Benz cited “the changing dynamics in the highly fragmented and diverse life sciences sector” in the deal’s announcement. The newly combined company is expected to have annual revenues of more than $5 billion, diversifying VWR’s portfolio beyond its primary business of lab product distribution. VWR’s primary competitor is Thermo Fisher Scientific, which continues to grow in size and expand its capabilities for the pharmaceutical market.  Avantor’s laboratory chemical brands include J.T.Baker and Rankem, which are distributed by VWR, as well as chemical products for a variety of industries, including pharmaceutical manufacturing.