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Thermo Fisher, QIAGEN Amend Terms Of Deal To Boost Offer Price To EUR43.00/Shr - Quick Facts

U.S. laboratory equipment maker Thermo Fisher Scientific Inc. (TMO) and Netherlands-based Qiagen N.V. (QGEN) announced Thursday that they have entered into an amendment to their acquisition agreement under which Thermo Fisher has commenced a tender offer to acquire all of the ordinary shares of Qiagen.

The amendment provides for an increase from the original offer price of 39.00 euros to a new price of 43.00 euros per Qiagen share in cash, which represents a premium of approximately 35% to the closing price of Qiagen's ordinary shares in Frankfurt on March 2, 2020, the last trading day prior to the announcement of the acquisition agreement and Thermo Fisher's intention to commence the offer.

The amendment also provides for a reduction of the minimum acceptance threshold from 75% to 66.67% of Qiagen's issued and outstanding ordinary share capital at the end of the acceptance period on August 10, 2020, as well as a $95 million expense reimbursement to Thermo Fisher if the minimum acceptance threshold is not met.

The Qiagen Supervisory and Managing Boards have reaffirmed the unanimous recommendation that Qiagen shareholders tender all of their Qiagen shares to the amended offer. Each of the members of the Supervisory Board and Managing Board has tendered or will tender all of their Qiagen shares in the offer.

The two companies continue to look forward to completing the transaction in the first half of 2021.

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