Bioprinting company CELLINK has entered into an agreement with the owners of Scienion AG, a German life science company focusing on precision dispensing technologies, to acquire all shares for a purchase price on cash- and debt-free basis of 80 million euros. Of these, 40 million euros will be paid in 2,814,032 newly issued shares of series B in CELLINK and the remainder in cash.
CELLINK’s Board of Directors will resolve to issue the Consideration Shares in accordance with the authorization from the Annual General Meeting held on December 18, 2019. CELLINK also contemplates exploring the conditions for raising additional equity through one directed share issue within the limit of CELLINK’s existing authorization to issue shares from the Extraordinary General Meeting held on July 16, 2020.
The Acquisition is in line with CELLINK’s commercial strategy, strengthening CELLINK’s product offering and brings the group closer to the patient through products used in diagnostics on humans. The Acquisition will support future growth into industrial and clinical applications. The Acquisition’s completion and the transfer of Scienion’s shares is expected to take place by the end of August 2020, provided that all conditions for completion are met. Scienion will remain under the current entity and management post-transaction. The company’s performance will be consolidated in CELLINK’s financial statements for approximately 3 days during CELLINK’s fourth-quarter 2019/2020.
“We are excited to welcome Scienion to the CELLINK family of life-science companies with this strategic and synergistic acquisition,” said Erik Gatenholm, CEO, CELLINK. “With this acquisition, we are further realizing CELLINK’s vision to create the future of medicine by taking one step closer to the clinic and improving health around the world. Scienion has diligently built a globally leading position in the field of precision dispensing, creating a product portfolio with industrial systems that are capable of extremely precise dispensing of reagents and human cells. Many of these systems are today being used for the manufacturing of clinically approved devices used by patients around the globe. We are furthering CELLINK’s global commercial strategy by focusing on the patient by providing the most innovative solutions to our customers. With Scienion’s revolutionary technology platforms, we will streamline workflows for our present and future customers, and enhance our presence in the clinical field, a strategy that is well-aligned with our long-term vision. Together with Dispendix, cytena, and Scienion, we will be well-positioned to offer comprehensive solutions for academic, pharmaceutical, and clinical customers worldwide.”
Scienion is a life science company focusing on precision dispensing technologies. It was founded in 2001 and has since become a leading actor in the pico and nanoliter dispensing market including single-cell dispensing.
The 2,814,032 shares issued for the transaction correspond to approximately 4.9 percent of the votes and approximately 6.5 percent of the share capital in CELLINK.
Through Scienion’s complementary technology offering, CELLINK sees great synergies that will support future growth. Scienion’s revenue reached 21.5 million euros during 2019 with an EBITDA margin of 23.6 percent and a 3-year revenue CAGR of 34 percent. Due to the Covid-19 pandemic, while Pro-forma revenue growth is expected for 2020, Scienion’s growth rate is likely to be temporarily and negatively impacted compared to 2019. However, a large portion of the existing common customer base is directly or indirectly government-backed (universities, research groups), mitigating the impact of the Covid-19 pandemic.
“We are thrilled about the unique opportunities this combination will create for our customers worldwide, as well as our employees and business partners. Together, the CELLINK group and Scienion will be able to achieve rapid expansion while delivering the quality, brands and products that our customers love. Together we will have some of the most respected, recognized and storied brands in the global life science industry, and together we will create an even brighter future,” said Dr. Holger Eickhoff, CEO, Scienion.