Deal provides entry into high-growth optical imaging market, catalyses transformation to leading edge drug discovery tools and services company, and enhances revenue growth and profitability outlook
Caliper Life Sciences, a provider of products and services for drug discovery research, and Xenogen, a maker of advanced imaging systems including instruments, biological solutions and software designed to accelerate drug discovery and development, have announced their definitive agreement to merge.
Caliper will issue common stock and warrants, currently valued at approximately $80 million, in exchange for all of Xenogen's equity securities outstanding at the closing.
The acquisition is a defining step in Caliper's strategic transformation into a leading provider of tools and services that increase the productivity and clinical relevance of life sciences research, and is expected to accelerate Caliper's revenue growth and profitability.
The integration of molecular tool technologies presents a key opportunity to improve drug discovery research.
As highlighted in the FDA Critical Path Initiative, biomarker research and better experimentation models are essential to improve predictability and efficiency along the critical path from laboratory to commercial drug.
The combination of Caliper's proprietary microfluidic technology and automation expertise with Xenogen's proprietary imaging technology addresses these key research needs by creating molecular level solutions that encompass in vitro (test tube) to in vivo (living organism) research.
These technologies offer exceptional data quality and productivity advantages, and combining them to offer a highly correlated suite of products and services should result in earlier, clinically relevant insights in the drug discovery process.
"This transaction is a transformational event for Caliper," said Kevin Hrusovsky, president and CEO of Caliper.
"The acquisitions of Zymark and NovaScreen, organic growth of Caliper's LabChip products, and the financial turnaround of our company have set the stage for the merger with Xenogen.
"We are achieving our goal of building a unique company with first-mover advantage in bridging in vitro and in vivo experimentation.
"Our strategy is being fulfilled, and with Xenogen's talented employees and remarkable technology, I am confident that we can create enhanced value for both Caliper and Xenogen stockholders".
David Carter, CEO of Xenogen, added: "We believe that this merger leverages Xenogen's opportunity for the benefit of our customers, employees and stockholders.
"The combined company can deliver Xenogen's technology to more customers more efficiently.
"In the near future the development of sophisticated molecular level products will be enhanced by the combination of microfluidics and optical imaging".
"Our two companies share a common vision for leading innovative pre-clinical drug discovery".
Xenogen is a biotechnology company offering an integrated suite of biophotonic real-time in vivo imaging and genetic modification technologies that can help expedite drug discovery and development, and significantly reduce the cost and time to market for new therapies.
Xenogen's VivoVision systems non-invasively illuminate and monitor biological processes within living mammals, at the molecular level, in real time.
The technology is designed to provide higher quality in vivo data earlier in the drug discovery and development process.
VivoVision is designed to improve discovery and pre-clinical research in multiple therapeutic areas.
VivoVision Biosciences represents more than 15 years of experience in the creation and characterisation of animal models, including genetic modifications, comprehensive phenotyping, compound profiling and custom design and production of light producing cells, microorganisms and animals.
