Bruker Completes Acquisition of Majority Interest in Infectious Disease Molecular Diagnostics Company Hain Lifescience GmbH

Bruker Corporation today announced that is has completed the acquisition of an 80% majority interest in Hain Lifescience GmbH
Acquisition expands Bruker’s Microbiology & Diagnostics business with profitable Molecular Diagnostics portfolio and substantial innovation pipeline
Novel Fluorocycler™ XT thermal cycler with high multiplexing real-time PCR capabilities enables proprietary, new Liquid Array™ assay format for affordable syndromic panels
Expanded FluoroType™ MTBDR 2.0 Liquid Array assay provides highly differentiated tuberculosis (TB) detection and TB antibiotic resistance testing


In addition to the highly-regarded, established Hain GenoType™ MDx product portfolio, Hain has developed the novel Fluorocycler™ XT, an innovative real-time PCR system with an unprecedented temperature range and homogeneity for highest reproducibility and high-level multiplexing using Hain’s proprietary, novel Liquid Array™ assay format.  The first Liquid Array assay will be the Fluorotype MTBDR 2.0 for detecting the M. tuberculosis complex, including its drug resistances against rifampicin and isoniazid, with CE-IVD labeling expected after a test phase in selected early adopter laboratories.  Additional Liquid Array assays for affordable mid- to high-throughput syndromic panel testing are planned. 

David Hain, Managing Director of the renamed Bruker-Hain Diagnostics MDx business, said: “We expect the launch of our new Fluorotype MTBDR 2.0 Liquid Array tuberculosis assay in selected markets that accept the CE-IVD mark already in the fourth quarter of 2018. This assay will be a true multi-drug resistance (MDR) assay which further improves tuberculosis detection and classification to give infectious disease doctors a valuable tool to improve public health.”

Professor Robin M. Warren at the DST-NRF Centre of Excellence for Biomedical Tuberculosis Research and SAMRC Centre for Tuberculosis Research at Stellenbosch University, South Africa, stated: “We have already been successfully using the Hain GenoType portfolio and Fluorotype MTBDR assay for mycobacteria analysis.  Hain is a proven mycobacteria expert, and we are excited about the Bruker-Hain Diagnostics innovation pipeline that will further improve TB testing with more differentiated diagnostic information.”

Dr. Catharina Boehme, CEO of the Foundation for Innovative New Diagnostics (FIND) in Geneva, Switzerland, added: “Drug-resistant TB is a major public health concern in many countries.  While drug susceptibility testing for rifampicin is increasing, we are still a long way from the universal access called for by WHO in the ‘End TB’ strategy.  Expanded rapid tests such as those offered by Bruker-Hain Diagnostics are necessary to identify isoniazid-monoresistance and enable individualized patient therapy.” 

The transaction is not expected to have a material impact on Bruker’s 2018 non-GAAP operating margin and earnings per share (EPS).  In 2019, Bruker continues to expect Hain to be accretive to Bruker’s non-GAAP EPS by $0.01-$0.02. 

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Use of Non-GAAP Financial Measures 
This press release includes a reference to the expected accretive impact of the transaction to Bruker’s 2019 non-GAAP EPS, which is based on projections for the acquired business in fiscal 2019, excluding certain costs defined below. Non-GAAP financial measures should not be considered in isolation or as a substitute for the most directly comparable GAAP measures. This forward-looking non-GAAP financial measure is intended to provide additional information to investors regarding Bruker’s current expectations surrounding the Hain Lifescience GmbH acquisition. Non-GAAP EPS excludes certain acquisition and integration-related expenses, purchase accounting measurement period adjustments and charges for amortization of acquired intangible assets. Bruker does not provide GAAP financial measures or corresponding reconciliations to such GAAP financial measures on a forward-looking basis because we are unable to predict with reasonable certainty and without unreasonable effort items such as the timing and amount of future acquisition and integration-related charges, purchase accounting measurement period adjustments and charges for amortization of the acquired intangible assets. The timing and amount of these reconciling items are uncertain, depend on various factors outside our management’s control and could significantly impact, either individually or in the aggregate, our future EPS calculated and presented in accordance with GAAP. 

Forward Looking Statements 
Any statements contained in this press release related to Bruker, Hain Lifescience GmbH and the acquisition of Hain Lifescience GmbH by Bruker which do not describe historical facts may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are often identified by qualifiers such as “expect,” “anticipate,” “will,” and similar expressions. Any forward-looking statements contained in this press release are based on Bruker’s current expectations and are subject to risks and uncertainties that could cause actual results to differ materially from those indicated. Forward-looking statements in this communication include, among other things, statements about the potential benefits of the transaction, Bruker’s plans, objectives, expectations and intentions, and the financial condition, results of operations and business of Bruker following the completion of the proposed transaction. Risks and uncertainties include, among other things, risks and uncertainties relating to Bruker’s financial and operational performance following the completion of the proposed transaction; Bruker’s ability to successfully integrate the business and realize the strategic and other benefits of the acquisition; the timing of when the acquisition will be accretive to earnings; and other risk factors identified and described in Bruker’s filings with the Securities and Exchange Commission, including, without limitation, Bruker’s annual report on Form 10-K for the year ended December 31, 2017 and subsequently filed quarterly reports on Form 10-Q. Bruker expressly disclaims any intent or obligation to update forward-looking statements other than as required by law.

BILLERICA, Massachusetts – October 16, 2018 -- Bruker Corporation (NASDAQ: BRKR) today announced that is has completed the acquisition of an 80% majority interest in Hain Lifescience GmbH, based in Nehren, Germany.  Hain is an infectious disease specialist with a broad range of molecular diagnostics (MDx) solutions for the detection of microbial and viral pathogens, as well as for molecular antibiotic resistance testing.  Bruker had previously announced an agreement to acquire a majority interest in Hain on August 24, 2018, with options for the remaining 20% equity interest held by the Hain founders exercisable in or after 2022.  Financial details were not disclosed. 

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