DiaSorin S.p.A. and Quest Diagnostics announced that they have entered into a purchase agreement under which DiaSorin will buy Quest's Focus Diagnostics, Inc. immunodiagnostic and molecular diagnostic products business ("Focus").
Under the terms of the purchase agreement, DiaSorin will pay to Quest Diagnostics $300 million in cash for all the tangible and intangible assets of Focus used by the Company to develop, manufacture and distribute its molecular diagnostic products and its traditional immunoassay ELISA products, including among other relevant intellectual property, contracts and customer list.
Focus' product lines include the Simplexa™ molecular product line, HerpeSelect® HSV serology, and the line of DxSelect™ IFA and ELISA assays. DiaSorin expects to continue to manufacture Focus products from the company's base facility in Cypress, California, USA with the approximately 180 Focus employees currently employed in manufacturing, research and development, sales and marketing, and administration.
The acquisition does not include Quest's diagnostic information service laboratories currently operating under the Focus Diagnostics brand. These labs primarily serve hospital and biopharmaceutical companies, and will continue to be based in San Juan Capistrano, California, USA as part of Quest.
The acquisition will be carried out by DiaSorin also through a newly created U.S. affiliate and it is expected to be completed in the second quarter 2016, subject to customary closing conditions. Additional terms were not disclosed.
As a result of this acquisition, DiaSorin will have access to a new set of molecular products cleared for distribution both in the US and Europe, significantly increasing its presence in the growing market of Infectious Disease molecular testing. From a geographical point of view, DiaSorin will leverage its global commercial infrastructure to help the Focus business expand outside the US. Furthermore, having access to the current Focus customer base in the US, consisting mostly of large hospitals, will allow DiaSorin to speed up the penetration of this market with its current Immunoassay LIAISON® platform.
"The combination of DiaSorin and Focus products will create a unique portfolio of specialty products, especially in the clinical area of infectious disease, which will continue to strengthen the leadership of DiaSorin in this segment that today already represents over 50% of DiaSorin revenues. Also, this acquisition offers DiaSorin access to a large number of premier US hospitals that are served today by Focus, a market segment that is strategic for DiaSorin to grow in the future by combining the Focus molecular products with its broad LIAISON® product line," said Carlo Rosa, Chief Executive Officer of DiaSorin S.p.A.
"As a leader in diagnostic products, DiaSorin is well positioned to build on the Focus platform of innovation to deliver continuing value to Focus' employees, customers and patients," said Steve Rusckowski, president and CEO, Quest Diagnostics. "This transaction reflects our ongoing commitment to re-focusing on Quest's core diagnostic information services business. We remain committed to delivering disciplined capital deployment, the fifth element of our five-point strategy. We return the majority of our free cash flow to investors in the form of dividends and share repurchases, and also have been investing in the business through strategically aligned acquisitions."
