Affymetrix will pay $315 million to take over eBioscience instead of $330 million as announced in November 2011. The amended agreement contemplates funding the acquisition using a combination of cash-on-hand, a senior secured financing of $75 million, and additional financing options available to the company.
The senior secured financing, which includes an additional $15 million revolving credit facility, is being provided by a group of lenders led by administrative agents GE Healthcare Financial Services and Silicon Valley Bank.
“The feedback from our customers, shareholders, and partners has been consistently positive since we announced our original agreement with eBioscience last November,” says Frank Witney, Ph.D., president and CEO of Affymetrix. “By amending the transaction, we are now able to realize the benefits of combining with eBioscience with significantly less senior secured debt than under the original agreement.
“With eBioscience, Affymetrix will expand its addressable markets by adding an industry-leading portfolio of cell-based and immunoassays,” Dr. Witney adds. “These new products are a critical part of our customers’ workflow in our key target markets of translational medicine, oncology, and immunology. We believe that these markets represent a nearly $3 billion annual opportunity, which will put Affymetrix on a solid path to sustained growth and profitability.”
The transaction is now expected to close late in the quarter ending June 30, 2012. Affymetrix, which is headquartered in Santa Clara, expects to maintain eBioscience's management team and operations in San Diego.
“We expect that adding eBioscience to Affymetrix will accelerate our growth,” says Tim Barabe, evp and CFO of Affymetrix. “With 2011 revenues of $71 million, gross margins in excess of 70%, and EBITDA margin in excess of 30%, eBioscience makes Affymetrix a much stronger company, both operationally and financially. The revised purchase price represents approximately 4.5 times 2011 revenue and 13.5 times 2011 EBITDA, and the transaction is expected to be accretive to Affymetrix’s cash earnings per share.”
Affymetrix expects the acquisition of eBioscience to create significant new commercial opportunities in post-genomic applications of immunology, oncology, cell biology, stem cell biology, and diagnostics. It new company will have an expanded portfolio that includes multicolor flow cytometry reagents and a broad spectrum of reagents for the analysis of cytokines, growth factors, and other soluble proteins.