Shareholders to Receive $26.00 per Common Share
and ADS in Cash
Thermo Fisher Scientific Inc. (NYSE: TMO) (“Thermo Fisher”), the
world leader in serving science, and Olink Holding AB (publ)
(“Olink”) (Nasdaq: OLK), a leading provider of next-generation
proteomics solutions, today announced that Thermo Fisher has
commenced the previously announced tender offer (the “Offer")
through a direct, wholly owned subsidiary of Thermo Fisher (the
“Buyer”) to acquire all of the outstanding common shares and all of
the outstanding American Depositary Shares (“ADSs”) of Olink for
$26.00 per common share and per ADS, in cash.
The Offer and withdrawal rights will expire at 6:00 p.m., New
York time, on November 30, 2023, unless the Offer is extended or
earlier terminated. The Offer is subject to customary closing
conditions, including receipt of applicable regulatory approvals
and a minimum tender condition. The conditions to the Offer are set
forth in their entirety in the Offer to Purchase, the ADS letter of
transmittal and the acceptance form for shares (including the
instructions attached thereto), which Thermo Fisher has filed today
with the U.S. Securities and Exchange Commission (the “SEC”).
After careful consideration, the board of directors of Olink has
recommended that Olink shareholders accept the Offer and tender
their common shares and ADSs to the Buyer pursuant to the
Offer.
As part of the transaction, Summa Equity AB, Olink’s largest
shareholder, and additional Olink shareholders and management, in
aggregate holding approximately 66% of Olink’s shares, have entered
into support agreements agreeing to tender into the tender
offer.
Requests for copies of the Offer to Purchase, the ADS letter of
transmittal and the acceptance form for shares (including the
instructions attached thereto) and other tender offer materials may
be directed to the call service of Georgeson LLC at +1-866-821-2550
(U.S. toll-free), +1-781-222-0033 (outside U.S. & Canada) or
+46-846-007-389 (Sweden), or via email at olink@georgeson.com. A
copy of these documents may be obtained at the website maintained
by the SEC at www.sec.gov.
About Thermo Fisher Scientific
Thermo Fisher Scientific Inc. is the world leader in serving
science, with annual revenue over $40 billion. Our Mission is to
enable our customers to make the world healthier, cleaner and
safer. Whether our customers are accelerating life sciences
research, solving complex analytical challenges, increasing
productivity in their laboratories, improving patient health
through diagnostics or the development and manufacture of
life-changing therapies, we are here to support them. Our global
team delivers an unrivaled combination of innovative technologies,
purchasing convenience and pharmaceutical services through our
industry-leading brands, including Thermo Scientific, Applied
Biosystems, Invitrogen, Fisher Scientific, Unity Lab Services,
Patheon and PPD. For more information, please visit
www.thermofisher.com.
About Olink
Olink Holding AB (publ) (Nasdaq:OLK) is a company dedicated to
accelerating proteomics together with the scientific community,
across multiple disease areas to enable new discoveries and improve
the lives of patients. Olink provides a platform of products and
services which are deployed across major pharmaceutical companies
and leading clinical and academic institutions to deepen the
understanding of real-time human biology and drive 21st century
healthcare through actionable and impactful science. The Company
was founded in 2016 and is well established across Europe, North
America and Asia. Olink is headquartered in Uppsala, Sweden.
Forward-looking Statements
This press release contains forward-looking statements that
involve a number of risks and uncertainties. Words such as
“believes,” “anticipates,” “plans,” “expects,” “seeks,”
“estimates,” and similar expressions are intended to identify
forward-looking statements, but other statements that are not
historical facts may also be deemed to be forward-looking
statements. Important factors that could cause actual results to
differ materially from those indicated by forward-looking
statements include risks and uncertainties relating to: the
COVID-19 pandemic, the need to develop new products and adapt to
significant technological change; implementation of strategies for
improving growth; general economic conditions and related
uncertainties; dependence on customers’ capital spending policies
and government funding policies; the effect of economic and
political conditions and exchange rate fluctuations on
international operations; use and protection of intellectual
property; the effect of changes in governmental regulations; any
natural disaster, public health crisis or other catastrophic event;
and the effect of laws and regulations governing government
contracts, as well as the possibility that expected benefits
related to recent or pending acquisitions, including the proposed
acquisition, may not materialize as expected; the proposed
acquisition not being timely completed, if completed at all;
regulatory approvals required for the transaction not being timely
obtained, if obtained at all, or being obtained subject to
conditions; prior to the completion of the transaction, Olink’s
business experiencing disruptions due to transaction-related
uncertainty or other factors making it more difficult to maintain
relationships with employees, customers, licensees, other business
partners or governmental entities; difficulty retaining key
employees; the outcome of any legal proceedings related to the
proposed acquisition; and the parties being unable to successfully
implement integration strategies or to achieve expected synergies
and operating efficiencies within the expected time-frames or at
all. Additional important factors that could cause actual results
to differ materially from those indicated by such forward-looking
statements are set forth in Thermo Fisher’s Annual Report on Form
10-K and subsequent quarterly reports on Form 10-Q, which are on
file with the U.S. Securities and Exchange Commission (“SEC”) and
available in the “Investors” section of Thermo Fisher’s website,
ir.thermofisher.com, under the heading “SEC Filings”, and in any
subsequent documents Thermo Fisher files or furnishes with the SEC,
and in Olink’s Annual Report on Form 20-F and subsequent interim
reports on Form 6-K, which are on file with the SEC and available
in the “Investor Relations” section of Olink’s website,
https://investors.olink.com/investor-relations, under the heading
“SEC Filings”, and in any subsequent documents Olink files or
furnishes with the SEC. While Thermo Fisher or Olink may elect to
update forward-looking statements at some point in the future,
Thermo Fisher and Olink specifically disclaim any obligation to do
so, even if estimates change and, therefore, you should not rely on
these forward-looking statements as representing either Thermo
Fisher’s or Olink’s views as of any date subsequent to today.
Additional Information and Where to Find It
This communication is for informational purposes only and is
neither an offer to purchase nor a solicitation of an offer to sell
any common shares or American Depositary Shares of Olink or any
other securities, nor is it a substitute for the tender offer
materials that Thermo Fisher or the Buyer has filed with the SEC.
The terms and conditions of the tender offer are published in, and
the offer to purchase common shares and American Depositary Shares
of Olink is made only pursuant to, the offer document and related
offer materials prepared by Thermo Fisher and the Buyer and is
filed with the SEC in a tender offer statement on Schedule TO. In
addition, Olink has filed a solicitation/recommendation statement
on Schedule 14D-9 with the SEC with respect to the tender
offer.
THE TENDER OFFER MATERIALS (INCLUDING AN OFFER TO PURCHASE, A
ADS LETTER OF TRANSMITTAL, ACCEPTANCE FORM FOR SHARES AND CERTAIN
OTHER TENDER OFFER DOCUMENTS) AND THE SOLICITATION/RECOMMENDATION
STATEMENT ON SCHEDULE 14D-9, AS THEY MAY BE AMENDED FROM TIME TO
TIME, CONTAIN IMPORTANT INFORMATION. INVESTORS AND SHAREHOLDERS OF
OLINK ARE URGED TO READ THESE DOCUMENTS CAREFULLY BECAUSE THEY, AND
NOT THIS DOCUMENT, GOVERN THE TERMS AND CONDITIONS OF THE TENDER
OFFER, AND BECAUSE THEY CONTAIN IMPORTANT INFORMATION THAT SUCH
PERSONS SHOULD CONSIDER BEFORE MAKING ANY DECISION REGARDING
TENDERING THEIR COMMON SHARES AND AMERICAN DEPOSITARY SHARES.
The tender offer materials, including the offer to purchase, the
related ADS letter of transmittal and acceptance form for shares
and certain other tender offer documents, and the
solicitation/recommendation statement and other documents filed
with the SEC by Thermo Fisher or Olink, may be obtained free of
charge at the SEC's website at www.sec.gov, at Olink’s website
https://investors.olink.com/investor-relations, at Thermo Fisher's
website at www.thermofisher.com or by contacting Thermo Fisher's
investor relations department at 781-622-1111. In addition, Thermo
Fisher's tender offer statement and other documents it will file
with the SEC will be available at
https://ir.thermofisher.com/investors.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20231031498968/en/
Media Contact Information: Sandy Pound Phone: 781-622-1223
E-mail: sandy.pound@thermofisher.com Website:
www.thermofisher.com
Investor Contact Information: Rafael Tejada Phone: 781-622-1356
E-mail: rafael.tejada@thermofisher.com
Thermo Fisher Scientific (NYSE:TMO)
Gráfico Histórico do Ativo
De Abr 2024 até Mai 2024
Thermo Fisher Scientific (NYSE:TMO)
Gráfico Histórico do Ativo
De Mai 2023 até Mai 2024