Avantor, a supplier of ultra-high-purity materials for the life sciences and advanced technology industries, has agreed to acquire VWR, a provider of product, supply chain, and service solutions to laboratory and production customers, for $33.25 in cash per share of VWR common stock or approximately $6.4 billion.

Avantor’s acquisition of VWR will create a consumables-focused solutions and services provider to the life sciences and advanced technologies industries as well as education, government, and research institutions.The combined company will be led by Michael Stubblefield, current chief executive officer of Avantor. Avantor provides performance materials and solutions for the production and research needs of approximately 7,900 customers across the biotechnology, pharmaceutical, medical device, diagnostics, aerospace and defense, and semiconductor industries. Avantor’s product portfolio includes more than 30,000 products. VWR, headquartered in Radnor, Pennsylvania, is a provider of product and service solutions to laboratory and production customers with sales in excess of $4.5 billion in 2016, The acquisition will build on each company’s strengths, including Avantor’s cGMP manufacturing processes and exposure to emerging markets and VWR’s position across the Americas and Europe.

The board of directors of both VWR and Avantor have both approved the acquisition. Completion of the transaction is subject to the expiration of a “go-shop” period, the expiration or termination of the applicable waiting period under Hart-Scott-Rodino Antitrust Improvements Act, European Commission approval, required clearance,consent or approval under applicable foreign antitrust laws, VWR shareholder approval, and other customary closing conditions. The transaction is expected to close in the third quarter of 2017,

Varietal Distribution Holdings, LLC, the largest shareholder of VWR comprised of, among other parties, Madison Dearborn Partners (MDP), which has been a significant shareholder of VWR since 2007, and certain officers and directors of VWR, has signed a voting and support agreement committing it to vote in favor of the transaction, representing approximately 34.8% of the total issued and outstanding shares of common stock of VWR. Following the closing of the acquisition, New Mountain Capital, an investment firm, will be the lead shareholder of the combined company, and MDP will not own any shares of common stock of the combined company.

Source: Avantor