Thermo Fisher Scientific Inc. entered into a definitive agreement to acquire Clario Holdings, Inc. from a shareholder group led by Nordic Capital, Novo Holdings A/S, Astorg Asset Management S A.R.L., Cinven Limited and Partners Group Private Equity Limited, managed by Partners Group Holding AG for $9.4 billion.
Published on 10/29/2025
at 07:37 am EDT - Modified on 10/28/2025
Thermo Fisher Scientific Inc. (NYSE:TMO) entered into a definitive agreement to acquire Clario Holdings, Inc. from a shareholder group led by Nordic Capital, Novo Holdings A/S, Astorg Asset Management S A.R.L., Cinven Limited and Partners Group Private Equity Limited, managed by Partners Group Holding AG (SWX:PGHN) for $9.4 billion on October 29, 2025. In addition to the initial cash purchase price of $8.875 billion at closing, Thermo Fisher has agreed to pay $125 million in January 2027. Thermo Fisher has also agreed to pay up to $400 million of earn-out payments based on the performance of the business in 2026 and 2027. To fund the transaction, Thermo Fisher intends to use proceeds from debt financing and cash on hand.
The transaction is subject to customary closing conditions and regulatory approvals. Upon close, Clario will become part of Thermo Fisher?s Laboratory Products and Biopharma Services segment. The transaction is expected to be completed by the middle of 2026. The acquisition is immediately accretive to Thermo Fisher?s adjusted operating margin and is expected to be immediately accretive to Adjusted Earnings Per Share after close.
William R. Myer, Meghan M. Walsh, Benjamin C. Kelsey, Douglas L. Burton, Brett M. Jackson, Stephen D. Gillespie, Aron Nimani, Amanda J. Albert, Ciara R. M. Baker, Kirk J. Nahra, Ali A. Jessani, H. David Gold, Katie L. Raitz, Barry J. Hurewitz, Leslie A. Harrelson, Bruce S. Manheim, Stephanie Hartmann, Nora Xu, Rachael D. Kent, Tobias Henn, Golo Weidmann, Martin Braun, Cornelia Gersch and Peter Gey of WilmerHale with offices in the US and Frankfurt are serving as principal legal advisor and Mark Alexander, John Harkrider, and Craig Minerva of Axinn and Freshfields are serving as legal advisors to Thermo Fisher. Evercore is serving as lead financial advisor and David Beller, Leah Sauter, Thomas Forschbach, Ross Allardice, Maarten Overmars, Marc Jaffe, Ian Schuman, Elisabeth Martin, Jessica Lennon, Matthew Dewitz, Adam Kestenbaum, Sarah Gadd, Shaun Thompson, Kristina Hufnagel, Lisa Brabant, Jessica Cohen, Robert Blamires, Danielle van der Merwe, Jason Caron, Betty Pang, Ben Haas, Amanda Reeves, Jana Dammann de Chapto, Tomas Nilsson, Jason Daniels, Joseph Bargnesi, Andrew Galdes, Joachim Grittmann, Kyle Jefcoat and Dennis Craythorn of Latham & Watkins with offices in the US, London, Munich, Hamburg and Frankfurt are serving as legal advisors to Clario and the investor consortium led by Astorg and Nordic Capital, Novo Holdings and Cinven in the transaction. Morgan Stanley & Co. LLC, Jefferies LLC, J.P. Morgan Securities LLC, UBS Investment Bank, Goldman Sachs and BofA Securities, Inc acted as financial advisor to Clario.
Partners Group Holding AG specializes in private markets investment management. At the end of 2024, the group had USD 152.3 billion of assets under management broken down by assets class as follows:
- private equity (51%);
- private credit (20.7%);
- private infrastructure (18%);
- private real estate (10.2%);
- other (0.1%).
Income is distributed geographically as follows: Luxembourg (38.2%), Guernsey (29.6%), the United States (20.5%), Switzerland (1.1%) and other (10.6%).
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Thermo Fisher Scientific Inc. entered into a definitive agreement to acquire Clario Holdings, Inc. from a shareholder group led by Nordic Capital, Novo Holdings A/S, Astorg Asset Management S A.R.L., Cinven Limited and Partners Group Private Equity Limited, managed by Partners Group Holding AG for $9.4 billion.
