CELLINK has entered into an agreement with the shareholders of Ginolis Oy, a Finnish company focusing on diagnostics automation and robotics solutions, to acquire all shares for a purchase price on cash- and debt-free basis of 70M euros.
Forty percent of the purchase price will be paid in newly issued shares of series B in CELLINK (the “Consideration Shares”) and the remaining purchase price in cash. CELLINK’s Board of Directors will resolve to issue the Consideration Shares in accordance with the authorization from the Extraordinary General Meeting held on December 17, 2020.
“With this strategic acquisition of Ginolis, we are further realizing CELLINK’s bioconvergence vision and to create the future of medicine by taking one step closer to the patients and improving healthcare around the world. Ginolis’ advanced robotics and diagnostics automation for medical device and diagnostic industries can be fully integrated with CELLINK’s current offering and our present and future customers workflows and needs,” said Erik Gatenholm, CEO, CELLINK.
Founded in 2010, Ginolis is a leading life sciences robotics and diagnostics automation company providing workflows and solutions for medical and diagnostics companies around the world. Ginolis offers a range of highly innovative, modular, robotics systems for precise manufacturing of multiplex assays, lateral flow PoC-tests, and medical devices. Ginolis is currently both manufacturing and also providing systems for the manufacturing of Covid-19 tests in the U.S. and Europe. In addition, Ginolis offers a portfolio of solutions to automate the production of consumables for medical devices, aligning well with CELLINK’s business model. Ginolis will continue as a part of CELLINK Industrial Solutions along with Scienion and Cellenion.
Through the strategic acquisition of Ginolis, the Group will be able to capitalize on several strong synergies within the field of microfluidics, diagnostics, and bioprinting; further strengthening its bioconvergence powerhouse position. Ginolis’ modular robotics and workflows, the Xanthia platform, enable precision-oriented manufacturing of microfluidic, multiplex assays, medical devices, and lateral flow IVD tests known as PoC tests. The modularity of the Ginolis robotics makes the platforms ideal for scale-up of bioprinting systems.
Many of the tools offered by Ginolis will ensure higher quality bioprinting experiments and results, faster throughput of printed tissues, and more reliable and reproducible data. For instance, Ginolis’ 3D Metrology system, the Pixie, will be a perfect plugin to our bioprinting workflows that will enable rapid quality assurance of bioprinted tissues to ensure a whole new level of reproducibility. CELLINK will also gain the capacity to deliver large-scale automation to customers in the medical technology field and diagnostics, as well as an associated portfolio of innovative consumables that complement our existing offering.
The purchase price for Ginolis all outstanding shares on a cash- and debt-free basis and under the assumption that the working capital at closing equals the normalized working capital amounts to 70M euros. Forty percent of the purchase price will be paid by the issuance of the Consideration Shares and the remaining purchase price will be paid in cash. Ginolis’ revenue reached 18M euros during 2020 with an EBITDA margin of 12 percent. Pro-forma revenue growth is expected for 2021 and Ginolis’ growth rate is expected to be in the range of CELLINK’s financial growth target.
The Acquisition is in line with CELLINK’s commercial, bioconvergence strategy, strengthening CELLINK’s product offering and brings the Group closer to the patients through cutting edge products used in human diagnostics and tissue printing. The Group will be able to capitalize on the strong market growth within Ginolis offering and application areas. The Group will also gain capacity to deliver large-scale automation projects for the medical and diagnostic industries.
“Over the last 11 years, we have developed a strong foundation and built well-renowned customer relationships within our industry. As a current partner to CELLINK, we are well acquainted with the culture, the technology – and innovation-driven agenda as well as the Group’s high ambitions. We look forward to be a part of the Group’s bioconvergence vision and to bring our expertise, products and workflows to a wider audience,” said Teijo Fabritius CEO, Ginolis.