Merck KGaA to buy Bio-Techne for $11.3 billion

Merck KGaA (MRKd), Darmstadt, Germany has agreed to acquire Bio-Techne Corporation, a Minneapolis-based provider of life science tools, analytical technologies and consumables, in an all-cash transaction. Under the definitive agreement, Bio-Techne shareholders will receive US$73 per share, implying a total enterprise value of approximately US$11.3 billion, or EUR 9.9 billion.

The agreed per-share price represents a 36% premium to Bio-Techne's one-month volume weighted average trading price. The transaction has received approval from Bio-Techne's Board of Directors as well as the relevant corporate bodies of Merck, positioning the deal to move into the regulatory and shareholder approval phase.

The combination would bring together two life science organizations with complementary offerings across research and bioprocessing workflows. Bio-Techne adds a broad portfolio of recombinant proteins, consumables and analytical tools that align with Merck's existing life science operations.

A notable addition would be ProteinSimple, Bio-Techne's business focused on automated protein detection and analysis instruments. These systems are expected to strengthen Merck's analytical and bioprocess solutions. Bio-Techne's RNAscope and related in situ hybridization technologies would also enhance Merck's capabilities in spatial and molecular analysis within the life sciences.

Merck plans to fund the acquisition through a combination of existing cash on hand and proceeds from new debt. The company intends to maintain a strong investment-grade credit rating following completion of the transaction.

The proposed deal is expected to be immediately accretive to the EBITDA pre margin of both Merck's Life Science segment and the group as a whole once closed. Management also expects the transaction to be EPS pre accretive by the third year after closing, supported in part by planned cost synergies.

Merck anticipates approximately EUR 140 million in annual cost synergies, with full realization targeted by year three following completion. These synergies are expected to arise as the combined organization integrates operations and aligns its life science platforms.

The transaction is expected to close by late 2026 or early 2027, subject to customary closing conditions. These include receipt of required regulatory approvals in relevant jurisdictions and approval by Bio-Techne shareholders.

Until closing, Merck and Bio-Techne will continue to operate as independent companies. If completed, the acquisition would expand Merck's presence across discovery, translational research, development, testing and commercial manufacturing workflows in the life sciences sector.