BICO has entered into an agreement to acquire QInstruments, a market leader in advanced sample preparation automation for biomedical and life science research and clinical diagnostics - Seite 2

"Over the last 20 years we have developed advanced instruments that provide users with trustworthy data, enabling compelling research that drives forward the world of science. Our team invents user-friendly and intuitive systems that enable multi-disciplinary research in a cost and time efficient manner. With BICO, we share a common vision of applying precision engineering to solve the challenges of today and look forward to being a part of this exciting group and more importantly leave a mark on the Bio Convergence revolution." Olaf Simmat, CEO and co-founder, QInstruments.

Rationale for the Acquisition

The Acquisition is in line with BICO's commercial, Bio Convergence strategy, complementing BICO's product offering through sample preparation by mixing solutions for advanced liquid handling robots and workflows. QInstruments will continue as a standalone company, part of BICO's business area Bioautomation.

QInstruments is one of the leaders in developing, manufacturing, and supplying tools for precise and efficient sample preparation. The innovative product portfolio for mixing solutions for advanced liquid handling can be seamless integrated in BICO's existing workflows. In addition, the Group also sees great potential in integrating QInstruments' technology in new instruments.

Purchase price

The purchase price for all outstanding shares in QInstruments on a cash- and debt-free basis, and under the assumption that the working capital at closing equals the normalized working capital, amounts to 61.25 million euro, of which 3 million euro will be paid upon achievement of predetermined revenue and EBITDA milestones. Approximately 13 percent of the total purchase price will be paid by issuance of the Consideration Shares and the remainder will be paid cash.

Issue of the Consideration Shares

BICO's Board of Directors will resolve to issue the Consideration Shares in accordance with the authorization from the Annual General Meeting held on April 26, 2021.

The Consideration Shares will be issued at a subscription price determined by the volume-weighted average price of BICO shares of series B on Nasdaq Stockholm five consecutive trading days ending on the trading day immediately preceding the closing date.

Closing

The Acquisition's completion and the transfer of QInstruments' shares will take place as soon as reasonably possible after signing, provided that all conditions for completion are met.