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ots Ad hoc-Service: Qiagen N.V.
QIAGEN To Acquire Operon Technologies, Inc.
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QIAGEN N.V. (Nasdaq: QGENF, Frankfurt, Neuer Markt: QIA (901626), Easdaq: QGEN) has entered into an agreement to acquire Operon Technologies, Inc., a recognized leader in the area of synthetic DNA as well as tools building on synthetic DNA expertise such as synthetic genes and DNA microarrays. Operon Technologies is a rapidly growing, privately held company located in Alameda, California and today employs over 100 people.
Operon Technologies recorded revenues of $13.3 million and net income of approximately $1.3 million in fiscal 1999. Based on Operon Technologies' first quarter 2000 (ended March 31, 2000) financial results, the company expects to exceed $20 million in net sales for the fiscal year 2000 which ends December 31, 2000.
Under the terms of the agreement QIAGEN expects to issue approximately 715,000 shares of its common stock (valued at approximately $110 million) in exchange for all of the outstanding capital stock of Operon Technologies. The transaction is intended to qualify as a tax-free reorganization and to be accounted for as a pooling of interests. QIAGEN expects to incur charges related to the acquisition in the amount of $4.0 million net after taxes following the closing of the transaction which is expected to occur in the second or third quarter 2000. Excluding the effect of these charges (approximately $0.11 per share), QIAGEN expects this transaction to have an immediate and positive impact on QIAGEN's net income per share.
Synthetic nucleic acids have become one of the fastest growing areas of nucleic acid research and genomics. A wide range of methods and tools in these application areas apply such synthetic nucleic acids to facilitate or accelerate analysis of biomolecules, including nucleic acids samples purified from natural sources. The demand for synthetic nucleic acids is fueled by the rapid growth in nucleic acid research including genomics and molecular diagnostics. These market segments apply enabling technologies and methods, such as DNA sequencing, gene chips and DNA microarrays, SNP analysis, synthetic genes and labeled probes for detection, all of which rely on the availability of synthetic nucleic acids.
Synthetic nucleic acids are synthesized in predetermined sequences (which are therefore known to the user) and mostly used for the analysis of nucleic acid samples purified from natural sources which contain previously unknown or unconfirmed sequences the user wishes to determine, analyze or detect. Since synthetic nucleic acids are used in the analysis of nucleic acids purified from natural sources, such synthetic nucleic acids are therefore believed to be highly synergistic with QIAGEN's products and technologies for nucleic acid separation, purification, and handling as both product offerings address to a very significant extent the same customers.
Operon Technologies' core competencies include its massive parallel, high throughput DNA synthesis technology which is believed to offer significant advantages for primer and probe synthesis as well as "longmer" synthetic nucleic acids of up to 100 bases which can be used for construction of synthetic genes or DNA microarrays. QIAGEN and Operon Technologies believe that this high throughput synthesis technology allows the manufacture of synthetic nucleic acids at unparalleled speed, cost and quality. The capacity of the Alameda manufacturing site is projected to further increase and by the end of 2001 to reach an output of 150,000 synthetic nucleic acids per day. In addition, Operon Technologies has built a leading position in synthetic, full length genes and enhanced DNA microarray tools.
Operon Technologies, Inc. was established in 1986 and employs today over 100 people at its facilities in Alameda, California. Operon Technologies has built a market and technology leading position in the manufactures and marketing of synthetic nucleic acids, DNA microarrays and synthetic genes. The Company is a privately held company. Further information on Operon Technologies can be found at www.operon.com.
QIAGEN N.V., a Netherlands holding company with subsidiaries in Germany, the United States, Japan, the United Kingdom, Switzerland, France, Italy, Australia and Canada, believes it is the world's leading provider of innovative enabling technologies and products for the separation, purification and handling of nucleic acids. The Company has developed a comprehensive portfolio of more than 280 proprietary, consumable products for nucleic acid separation, purification and handling, nucleic acid amplification, as well as automated instrumentation and related services. QIAGEN's products are sold in more than 42 countries throughout the world to academic research markets and to leading pharmaceutical and biotechnology companies. In addition, the Company is positioning its products for sale into developing commercial markets, including DNA sequencing and genomics, nucleic acid- based molecular diagnostics, and genetic vaccination and gene therapy. QIAGEN employs approximately 1000 people worldwide. Further information on QIAGEN can be found at www.qiagen.com.
Certain of the statements contained in this news release may be considered forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. To the extent that any of the statements contained herein relating to QIAGEN's products and markets and operating results are forward-looking, such statements are based on current expectations that involve a number of uncertainties and risks. Such uncertainties and risks include, but are not limited to, risks associated with the challenges expected in integrating newly-acquired businesses into QIAGEN's operations, management of growth and international operations (including the effects of currency fluctuations), variability of operating results, the commercial development of the DNA sequencing and genomics market, nucleic acid-based molecular diagnostics market, and genetic vaccination and gene therapy markets, competition, rapid or unexpected changes in technologies, fluctuations in demand for QIAGEN's products (including seasonal fluctuations), difficulties in successfully adapting the Company's products to integrated solutions and producing such products, and the Company's ability to identify and develop new products and to differentiate its products from competitors. For further information, refer to the discussion in reports that the Company has filed with the U.S. Securities and Exchange Commission (SEC).
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