Waters Corp (NYSE:WAT) announced a business combination deal with BD Biosciences & Diagnostic Solutions (NYSE:BDX), forming a new life sciences and diagnostics leader focused on high-volume, regulated testing markets.
The transaction, structured as a Reverse Morris Trust and valued at approximately $17.5 billion, is expected to significantly expand Waters’ market reach and strengthen its position in key adjacent sectors.
According to both companies, the deal is immediately accretive to adjusted earnings per share and unlocks meaningful long-term growth and cost synergies.
By combining Waters’ strengths in liquid chromatography and mass spectrometry with BD’s capabilities in flow cytometry and diagnostics, the new entity will serve a broader $40 billion total addressable market, double Waters’ current reach, with projected 5% to 7% annual growth.
Pro forma combined 2025 revenues are expected to reach approximately $6.5 billion, with adjusted EBITDA of around $2.0 billion, the companies said.
"This transaction marks a pivotal milestone in Waters' transformation journey as we embark on a new chapter of growth and value creation,” Waters chairman Dr Flemming Ornskov said in a statement.
“As the Board of Directors evaluated this opportunity throughout the process, it became evident that combining with BD's Biosciences & Diagnostic Solutions business is an excellent strategic fit with complementary strengths.”
Dr Udit Batra, Waters CEO, added: “The combination doubles our accessible market to approximately $40 billion and allows us to accelerate value creation in multiple high-growth adjacencies such as bioseparations, bioanalytical characterization, and multiplex diagnostics, while increasing the ratio of our annually recurring revenues.”
Shares of Waters fell 12.4% to about $309 on the announcement, amid investor concern about the size of the deal and shareholder dilution, while BD shares were down 1.6% at $173.