Bruker Corporation completed the acquisition of PhenomeX Inc..
The transaction is subject to minimum tender offer of more than 50% of the then outstanding shares of PhenomeX Common Stock to be tendered. No retrains prohibiting the consummation of the Offer. The Board of Directors of PhenomeX has unanimously approved the Merger Agreement and the transactions contemplated thereby and resolved to recommend that PhenomeX 's stockholders accept the Offer and tender their Shares in the Offer. The Stockholders have agreed to tender 9% shares held pursuant to Support Agreement. The transaction is expected to close in early fourth quarter of 2023.
William Blair & Company, L.L.C. acted as financial advisor and Damien Zoubek, Oliver Board, Brandon Gantus, Joe Soltis, Vinita Kailasanath, Allison Liff and Meghan Rissmiller of Freshfields Bruckhaus Deringer LLP as legal advisor to PhenomeX. Perella Weinberg Partners acted as financial advisor and Robert W. Dickey, Laurie A. Cerveny, Bryan S. Keighery and Kristen V. Campana of Morgan, Lewis & Bockius LLP acted as legal advisors to Bruker Corporation. Georgeson LLC is proxy solicitor and Depositary Trust Company as transfer agent for PhenomeX.
Bruker Corporation (NasdaqGS:BRKR) completed the acquisition of PhenomeX Inc. (NasdaqGS:CELL) on September 29, 2023. At 12:00 midnight, New York City time, on September 29, 2023 (one minute after 11:59 p.m., New York City time, on September 28, 2023), the Offer expired as scheduled and was not extended, as of the expiration time of the Offer, a total of 81,254,441 Shares were validly tendered into and not withdrawn pursuant to the Offer, representing approximately 81.5% of the currently outstanding Shares. The number of Shares tendered into the Offer satisfies the Minimum Condition. All conditions to the Offer having been satisfied, Bird has accepted for payment, and expects to promptly pay for, all Shares validly tendered into and not withdrawn from the Offer prior to the expiration time of the Offer. As a result of the transaction closing, PhenomeX common stock will no longer be listed for trading on the Nasdaq Global Market. Also, PhenomeX will soon be changing its name.