19-Apr-2006 - Bruker Corporation

Bruker BioSciences Corporation Announces Agreement to Acquire Bruker Optics Inc. for $135 Million in Cash and Stock

Bruker BioSciences Corporation announced that it has entered into a definitive agreement to acquire all of the stock of molecular spectroscopy company Bruker Optics Inc. for $135 million, to be paid approximately 59% in cash and 41% in BRKR stock. The acquisition agreement was signed following its unanimous approval by a Special Committee of independent directors, as well as by all independent directors of the Board of Directors of Bruker BioSciences, with the non-independent BRKR directors recusing themselves from the Board vote. The agreement was also unanimously approved by the Board of Bruker Optics.

The combined company will have a broad range of mass spectrometry, x-ray analysis and molecular spectroscopy technology platforms to provide a unique combination of complementary systems for chemical and materials analysis, as well as for proteomics.

Excluding one time deal fees and expenses, the acquisition is expected to be immediately accretive to Bruker BioSciences' 2006 and 2007 EPS, and will significantly improve its operating margin and cash flow profile.

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