EQT has made a binding offer of more than $50 a share and KKR has also bid, Bloomberg reported, citing people familiar with the matter. The deal would be valued at around $10 billion. Qiagen's U.S. shares rose about 6% to $49.34. Thermo Fisher's 2020 tender offer failed after drawing acceptances for about 47% of shares.
The most telling number in Qiagen's takeover contest on Tuesday was the distance between its share price and the reported bid.
EQT is in advanced talks to acquire Qiagen, the molecular diagnostics company listed in Frankfurt and New York, after submitting a binding offer of more than $50 a share, according to a Bloomberg report on Tuesday that cited people familiar with the matter. KKR has also made a bid, the people said. Qiagen's board is due to meet this week to evaluate the offers, and talks could still fall apart. The deal would value Qiagen at around $10 billion.
Qiagen, EQT and KKR declined to comment. No agreement has been signed, and Qiagen had not issued a statement as of early afternoon in New York.
Qiagen's U.S.-listed shares were up about 6% at $49.34 at about 1:15 p.m. Eastern.
The floor and the price
The stock's level is the first thing to notice. At $49.34, Qiagen traded within about a dollar of the reported floor of the binding offer. The exact price of EQT's bid was not reported, and neither was KKR's.
That narrow gap reflects months of takeover talk. Bloomberg reported in July that EQT, KKR and Advent International had shown early interest, with some potential offers at least $50 a share. A stock that has been trading on takeover expectations since summer has already priced much of a bid in that range, which leaves less of a jump for shareholders on the day a binding offer surfaces.
The 2020 precedent
Qiagen has been here before. In 2020, Thermo Fisher Scientific made a public tender offer for the company, raised its price from 39 euros to 43 euros a share and lowered the minimum acceptance threshold to 66.67%. Qiagen's boards unanimously recommended the offer at both prices. It still lapsed after shareholders tendered only about 47% of the shares.
That history frames the question for EQT and KKR. Board support was not enough in 2020: too few shareholders tendered at 43 euros. A widely held Dutch-domiciled company with listings in two markets is difficult to take private through a tender alone. How the buyers structure an offer, including the minimum acceptance level and any steps to acquire holdouts' shares after the offer, may matter as much as the price.
What the bids signal for private equity
Whatever the outcome, two large buyout firms competing to pay around $10 billion for a listed European health-care company is a statement about the market. It shows sponsors have the equity and access to acquisition financing to pursue large take-private deals in the fourth quarter. EQT has pursued other take-privates this month, including bids for Cleanaway in Australia and Kakaku.com in Japan.
Market implications
One reading is that competition improves the odds. With two bidders, the board can push for a higher price and better terms. In 2020 a board-recommended offer still failed at 43 euros, so price may matter more than process.
A second reading is that the price may not be enough. If the bid is close to $50, it is roughly where the stock already trades, and shareholders who rejected a strategic buyer's offer in 2020 may again judge that the company is worth more.
What to watch
Any statement from Qiagen on the talks; the outcome of this week's board meeting; the offer price, structure and minimum acceptance condition; financing details; and whether other bidders, including Advent, remain involved. An offer structure that does not depend on a single high acceptance threshold, such as a lower minimum or post-offer restructuring steps, would show the buyers have learned from 2020.