OPKO Health and Bio-Reference Laboratories, Inc. have announced a definitive merger agreement. According to the transaction OPKO will acquire Bio-Reference Laboratories. The Boards of Directors of both companies have agreed on the terms of the agreement. Holders of BRLI common stock will receive 2.75 shares of OPKO common stock for each share of BRLI common stock. This is according to the closing price of $19.12 per share of OPKO common stock on June 3, 2015. This merger is valued at approximately $1.47 billion, or $52.58 per share of BRLI common stock. This transaction is expected to be completed on the second half of 2015 and is subject to approval of Bio-Reference Laboratories’ shareholders and other customary conditions.
Phillip Frost, M.D., OPKO’s Chairman and Chief Executive Officer has commented on the merger: “I have long admired Bio-Reference Laboratories which, for almost 30 years, has enjoyed an impressive record of organic growth through constant innovation and clinical awareness.” He further commented: “Bio-Reference Laboratories is a true success story that has culminated in cutting edge diagnostic solutions accompanied by a worldwide franchise in the diagnosis of rare diseases. GeneDx was the first commercial laboratory to offer next generation sequencing for rare disorders and almost a quarter of a million patients have benefited from these services including almost 20,000 patients who have undergone exome analysis. Their newly introduced sequencing services for use in oncology are both innovative and impressive.”
Marc Grodman, M.D., Bio-Reference Laboratories’ Chairman, CEO and President have commented on the transaction: “Over the years we have learned that diagnostics are integral to drug discovery.” He added: “This has never been more apparent than today when new sequencing technologies have afforded us the opportunity to understand the biological basis of disease in far greater depth. At Bio-Reference Laboratories we have prided ourselves in finding disruptive diagnostic solutions that are clinically relevant. Dr. Frost is a visionary in the pharmaceutical world who, during a legendary career, has demonstrated the foresight to see new clinical applications for therapeutics before others. I am thrilled that I will be working and learning from him in the coming years as we seek to leverage our outstanding capabilities to improve lives of patients. In addition to identifying a synergistic partner for the value we have built over the past three decades, we are pleased that our shareholders will be rewarded by being able to share in the upside of the combined company.”
OPKO plans on leveraging the marketing, sales, and distribution resources of Bio-Reference Laboratories to further support sales of its 4Kscore test. This is a blood test to determine the risk of a patient for aggressive prostate cancer as well along with other OPKO diagnostic products. Bio-Reference Laboratories’ genetic sequencing laboratory, and GenPath Diagnostics, its Oncology and Women’s Health business units will also have a wide array of genetic and genomics data from OPKO. This data will greatly enhance drug discovery and clinical trial programs.
About OPKO Health
OPKO Health is a company that focuses on medical tests and medications as well as diagnostics and pharmaceuticals. OPKO Health specializes in treatments for hyperparathyroidism and has recently completed Phase III trial against insufficiency in Vitamin D. OPKO Health stock market evolution: http://www.marketwatch.com/investing/stock/opk
About Phillip Frost, M.D.
Dr. Frost has been the CEO and Chairman of OPKO since March 2007. Dr. Frost has successfully founded several pharmaceutical companies and overseen the development and commercialization of a multitude of pharmaceutical products. He is a demonstrated leader with keen business understanding and is uniquely positioned to help guide OPKO through its transition from a development stage company into a successful, multinational biopharmaceutical and diagnostics company.
About BioReference
BioReference is the third largest full service clinical diagnostic laboratory in the U.S. providing testing and related services to physician offices, clinics, hospitals, long term care facilities, employers, governmental units and correctional institutions. BioReference has an international presence in more than 50 countries around the world. In addition, BioReference has pioneered the development of business solutions by providing data and analytics to help them operate at their fullest potential. BioReference stock market evolution: http://www.marketwatch.com/investing/stock/brli
About Dr. Marc D. Grodman, M.D.
Dr. Marc D. Grodman, M.D. has been the Chairman, Chief Executive Officer and President of Bio-Reference Laboratories Inc. at PSIMedica.com since December 1981 and is the Managing Director. Dr. Grodman founded Bio-Reference Laboratories in December 1981 and has been a member of the Board of Directors of the American Clinical Laboratory Association. From 1980 to 1983, he attended the Kennedy School of Government at Harvard University and was a Primary Care Clinical Fellow at Massachusetts General Hospital. Dr. Grodman received a B.A. degree from the University of Pennsylvania and an M.D. degree from Columbia University College of Physicians and Surgeons.
