Agreement for Bruker to Acquire Certain Varian Inc. Product Lines

Bruker Corporation  and Agilent Technologies, Inc.  announced that Bruker and Agilent have entered into a definitive asset purchase agreement. Pursuant to this agreement, Bruker will acquire certain product lines of Varian Inc., which Agilent has committed to divest in connection with obtaining regulatory approval for Agilent’s previously announced acquisition of Varian.
The product lines to be acquired by Bruker include:

• Varian’s global inductively coupled plasma mass spectrometry (ICP-MS) instruments business located in Melbourne, Australia;
• Varian’s global laboratory gas chromatography (Lab GC) instruments business located in Middelburg, the Netherlands; and
• Varian’s global gas chromatography triple-quadrupole mass spectrometry (GC-QQQ) instruments business located in Walnut Creek, California.

The transaction is subject to customary closing conditions and regulatory approvals, and is expected to close shortly after Agilent completes its acquisition of Varian (which Agilent anticipates to occur by April 30, 2010, following the completion of regulatory reviews and clearances). There is no financing condition to closing the transaction. Transaction pricing was not disclosed; the transaction is not material to Agilent.
In connection with the transaction, Agilent and Bruker also intend to enter into a transitional services agreement and a supply agreement to facilitate the uninterrupted delivery of high-quality products and services to new and existing customers of these three businesses. After the closing of the acquisition, Bruker intends to continue to operate these businesses from facilities located in Victoria, Australia, in The Netherlands and in Northern California, and to retain key management, research and development, operations, sales and marketing, as well as applications and service personnel in each of the businesses. The acquired product lines are expected to benefit from integration with Bruker’s existing country sales offices, applications laboratories and service centers worldwide.

Bill Sullivan, Agilent President and CEO, stated: "The agreement to sell these businesses to Bruker is an important milestone toward completing our acquisition of Varian. While we would have liked to have been able to keep all of these businesses, we are pleased that they will be operated under the strength of Bruker’s leadership."

Frank Laukien, Bruker President and CEO, commented on the transaction: "These three businesses offer an opportunity to leverage our existing strengths in the analytical instruments market. The three new product lines will form the core offerings in a newly established Bruker Chemical Analysis Division with an experienced and dedicated management team. We welcome the very capable Varian teams that have led the growth of these businesses in Melbourne, the Netherlands, California, and in the international field organizations to Bruker. Most importantly, we are very much looking forward to welcoming the customers of the present Varian Lab GC, GC-QQQ and ICP-MS products to Bruker, and we are committed to providing the highest level of applications and service support, as well as accelerated applications and product development to this customer base."

In a press conference at Analytica 2010 Frank Laukien also commented on the Bruker’s intention to level revenues from a current 70/30 in favor of public revenue to a 50/50 by 2011, he also added that this acquisition was an “unusual scenario” and that “we got lucky”.