Life sciences group Thermo Fisher has sealed an all-cash takeover of drug trial software maker Clario in a deal that values the technology group at up to $9.4bn.
The acquisition gives Thermo Fisher access to a platform that is playing a critical role in managing the clinical data essential to drug trials. Clario’s software has been deployed across 26,000 trials playing a role in 70 per cent of US drug approvals.
As part of the deal, Thermo Fisher will pay Clario’s private equity owners just under $8.9bn upfront in cash and an additional $525mn, largely dependent on performance milestones being hit, the Massachusetts-based life sciences group said on Wednesday.
The deal is one of the biggest full private equity exits of the year, generating a huge payday for Clario’s co-controlling investors Stockholm-based private equity group Nordic Capital and Luxembourg-based Astorg Partners, which created it from a merger of two software companies in 2021.
The Financial Times first reported that Thermo Fisher was nearing a deal on Tuesday.
As drug trials increase in complexity and the number reach an all-time high, driven by a surge in innovation, the acquisition of Clario will allow Thermo Fisher to better serve its pharmaceutical and biotech client base with a platform that provides data essential to the regulatory approval process.
Thermo Fisher has historically been an active acquirer but it has focused on smaller deals in recent years. The deal is Thermo Fisher’s biggest acquisition since 2021 when it bought contract research organisation PPD in a deal worth $17.4bn.
Marc Casper, Thermo Fisher’s longtime chief executive, said Clario was “very complementary to what we do today” and would increase the life sciences group’s “large presence in software that serves our biopharma customers”.
Underpinning the deal was “the digital transformation that’s going on in clinical research using these technologies and software to streamline the drug approval process”, said Casper. Clario’s platform “ultimately means better returns for pharma companies and more innovative medicines for patients”, he added.
The deal, which is expected to close by the middle of next year, is a big coup for Clario’s private equity backers. Until recently they had been considering a public listing for the group in a dealmaking market where sponsors are struggling to exit assets.
Clario’s current owners Nordic and Astorg oversee €34bn and €23bn of assets under management, respectively. Clario also counted Novo Holdings and Cinven as minority investors. In 2022, Nordic sold medical diagnostics group The Binding Site to Thermo Fisher for $2.6bn.
The acquisition comes amid a volatile period for Thermo Fisher and the wider healthcare sector. Shares in Thermo Fisher dropped earlier this year as investors fretted over the impact of US President Donald Trump’s cuts to the National Institutes of Health on its sales, but they have since rallied.
Thermo Fisher shares are up 6 per cent this year, giving it a market capitalisation of $210bn, as of Tuesday’s close.
WilmerHale provided legal counsel to Thermo Fisher, while Evercore and Latham & Watkins advised Clario.
Source: https://www.ft.com/content/2d12fd44-dd56-4c77-a9b8-ca20c277bb66