Opko Health To Buy Bio-Reference Laboratories For $1.47 Bln

(RTTNews) - Biopharmaceutical and diagnostics company Opko Health Inc. (OPK) has agreed to acquire Bio-Reference Laboratories Inc. (BRLI) in a deal valued at about $1.47 billion, the two companies said Thursday.

Elmwood Park, New Jersey-based Bio-Reference Laboratories is the third-largest full service clinical laboratory in the U.S., specializing in the areas of genomics and genetic sequencing.

Under the terms of the deal that has been approved by the boards of directors of both companies, holders of Bio-Reference common stock will receive 2.75 shares of Opko common stock for each Bio-Reference share held by them.

Based on Opko common stock's closing price of $19.12 per share on June 3, 2015, the transaction is valued at $52.58 per share of Bio-Reference common stock. The offer price represents a 59 percent premium to Bio-Reference's closing stock price of $32.96 per share on Wednesday.

The two companies expect the deal to close in the second half of 2015. Closing of the transaction is subject to approval by Bio-Reference shareholders.

Miami, Florida-based Opko said it plans to leverage the national marketing, sales, and distribution force of Bio-Reference Laboratories to boost sales of Opko's 4Kscore test, a blood test for aggressive prostate cancer, as well as other Opko diagnostic products under development.

Opko noted that Bio-Reference Laboratories has accumulated a vast array of genetic and genomics data through GeneDx, the company's genetic sequencing laboratory, and GenPath Diagnostics, the company's Oncology and Women's Health business units.

Opko said it plans to make the genetics and genomic data available to industry and academic scientists to enhance their drug discovery and clinical trial programs.

Opko's current diagnostic services will be merged with the Bio-Reference Laboratories operations throughout the country. Opko noted that Bio-Reference Laboratories' national presence will add distribution capability to its own diagnostic services.

J.P. Morgan acted as the financial advisor to Opko, while Greenberg Traurig, P.A. acted as its legal advisor.

For Bio-Reference Laboratories, Allen & Company LLC acted as financial advisor and Davis Polk & Wardwell LLP acted as its legal advisor.

OPK is trading at $17.88, down $1.25 or 6.51 percent on a volume of 8.90 million shares.

BRLI is trading at $44.77, up $11.81 or 35.83 percent on a volume of 3.51 million shares.