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Nasdaq:
SERO
Serologicals Corporation
is a worldwide provider of biological products and enabling technologies
that are essential for the research, development and manufacturing of biologically
based life science products
http://www.serologicals.com
Serologicals
Corporation Announces Completion of Acquisition of LINCO
ATLANTA--(BUSINESS
WIRE)--May 2, 2006--Serologicals Corporation (NASDAQ: SERO) announced today
that it has completed its previously announced acquisition of LINCO, a
privately owned life sciences company focused on supplying research assays
and test kits for the Luminex-based Multiplexing platform and other immunoassays.
Based in St. Louis, Missouri, LINCO consists of two companies - LINCO Research
Inc. (LRI) and LINCO Diagnostic Services, Inc. (LDS). LRI is a life sciences
provider of Multiplex, ELISA and RIA immunoassay products and technologies,
while LDS provides bioanalytical contract services supporting research
and new pharmaceutical drug development. Serologicals paid U.S. $64.5 million
in cash for the stock of LINCO plus an additional $10.3 million for the
land and buildings currently occupied by the unit.
Serologicals
financed a portion of the purchase price for LINCO from the proceeds of
a new credit facility, which was closed simultaneously with the acquisition.
The new credit facility includes a $50 million term loan and a $50 million
revolving credit facility. JPMorgan Chase Bank, N.A. is the administrative
agent for the credit facility. Its affiliate, JP Morgan Securities, Inc.,
was the lead arranger for the credit facility.
"We
are very excited to announce the completion of the LINCO acquisition,"
said David A. Dodd, President and CEO of Serologicals. "LINCO offers consistently
strong financial performance. With double-digit revenue growth, attractive
gross margins of 60%+, and solid R&D investments, this acquisition
will serve to strengthen our Research segment's financial profile
Serologicals
Corporation Reports First Quarter Results; First Quarter Revenue Exceeds
Expectations and Pro Forma Net Income up 12.8%
ATLANTA,
Apr 26, 2006 (BUSINESS WIRE) -- Serologicals Corporation (NASDAQ: SERO)
announced today its financial results for the first quarter ended April
2, 2006. Revenues decreased 2.8%, to $55.0 million, compared to $56.6 million
in the same period last year. Diluted earnings per share increased 52.8%
to $0.08 per share compared to $0.05 per share in the same period in the
prior year. The decrease in revenues was primarily due to the divestiture
of certain Bioprocessing product lines previously manufactured at our former
facility in Milford, MA, which was sold in January 2006. The decrease was
partially offset by increased revenues in the Research segment.
As
the result of our numerous acquisitions and other strategic corporate activities
over the past five years, we provide pro forma results that exclude acquisition
amortization, other acquisition related costs, expenses for stock-based
compensation and other one-time charges. We also provide pro forma information
as an addition to, and not as a substitute for, financial measures presented
in accordance with GAAP. We believe the pro forma presentation is a beneficial
supplemental disclosure to investors in analyzing and assessing our past
and future performance.
First
quarter 2006 pro forma net income was $4.9 million, or $0.14 diluted per
share, compared with $4.3 million, or $0.13 diluted per share, in the first
quarter of 2005. Pro forma net income and pro forma earnings per share
increased by 12.8% and 12.9%, respectively. Reconciliations between GAAP
results and pro forma results are presented in the attached tables and
on the Company's web site (www.serologicals.com) under the Investor Relations
tab.
Millipore
Corporation to Acquire Serologicals Corporation; Transaction Will Create
$1.4 Billion Life Science Leader; Combined Company Will Have Higher Revenue
Growth and Profitability Profile
ATLANTA--(BUSINESS
WIRE)--April 25, 2006-- Serologicals Pre-Announces First Quarter
Results
Millipore
Corporation (NYSE: MIL) and Serologicals Corporation (NASDAQ: SERO)
announced today that their boards of directors have approved a definitive
agreement whereby Millipore will acquire Serologicals for $31.55 per share
in an all cash transaction. The acquisition will transform Millipore into
a company with combined annual revenues of $1.4 billion, based on 2006
full year projections. Assuming stable foreign exchange rates, Millipore
believes 2007 revenues for the combined company will grow between 9 and
11 percent over 2006 pro forma revenues.
The
strategic combination of Millipore and Serologicals will significantly
strengthen Millipore's Bioscience Division by giving it leading positions
in high growth segments such as drug discovery products and services, antibodies,
cell biology reagents, and stem cell research. Millipore expects to increase
sales of Serologicals' products in international markets such as Europe,
Asia and Japan, where Millipore has a significant presence. Millipore's
Bioprocess Division will gain a cell culture supplements offering that
will facilitate its entry into the $1 billion upstream bioprocessing market.
As a result, Millipore will be the only company in the industry that can
offer both upstream cell culture and downstream separation offerings for
biopharmaceutical production, further strengthening its relationships with
biotechnology and pharmaceutical customers.
The
combined organization of approximately 5,800 employees will have significantly
expanded R&D capabilities and a worldwide sales and service organization
of approximately 1,200 professionals selling a broad portfolio of complementary
products.
Transaction
Details
Under
the terms of the agreement, Serologicals shareholders will receive $31.55
in cash for each share of Serologicals common stock they own. The total
value of the transaction, including the assumption of the projected debt
at closing, is estimated at approximately $1.4 billion. The transaction,
which Millipore expects to close by June 30, 2006, is subject to Serologicals
shareholder approval, customary regulatory approvals, and other conditions
in the merger agreement. Millipore intends to finance the transaction with
a combination of cash on hand and debt. The transaction is not subject
to a financing condition. However, Millipore has obtained a commitment
for the financing necessary to complete the acquisition from UBS Investment
Bank who is also acting as Millipore's exclusive financial advisor in connection
with the transaction. J. P. Morgan Securities, Inc. is acting as Serologicals'
exclusive financial advisor in connection with the transaction.
Serologicals
Pre-Announces First Quarter 2006 Financial Results
Serologicals
is pre-announcing anticipated financial results for the first quarter ended
April 2, 2006. Revenues, diluted earnings per share and pro forma diluted
earnings per share are expected to be $55.0 million, $0.08 per share and
$0.14 per share, respectively. Pro forma diluted earnings per share exclude
an expected $0.04 per share for amortization, $0.01 per share for acquisition
integration costs, $0.02 per share for expenses for stock-based compensation
and $(0.01) per share, net, related to one time charges for impairment,
exiting costs and gain on sale of long-lived assets. We expect to release
complete financial results and reconciliations between GAAP results and
pro forma results for the first quarter of 2006 at the close of business
on Tuesday, April 25, 2006
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