Hologic is set for acquisition by alternative asset management entities Blackstone and TPG for up to $18.3bn in enterprise value, as part of a definitive agreement.
The transaction is valued at a potential $79 per share.
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Stockholders of Hologic are poised to receive $76 per share in cash, with the possibility of an additional $3 per share through a contingent value right (CVR), which will be distributed in two potential payments of up to $1.50 each.
The non-tradable CVR will be issued to the shareholders of the medical device company upon the deal’s closure, contingent on its Breast Health business achieving specific worldwide revenue targets in fiscal years 2026 and 2027.
Hologic CEO, chairman and president Stephen MacMillan said: “With their resources, expertise and commitment to women’s health, Blackstone and TPG will help accelerate our growth and enhance our ability to deliver critical medical technologies to customers and their patients around the world.”
The acquisition price stands at a 46% premium over Hologic’s closing share price on 23 May 2025, just before speculation about the deal hit the media.
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By GlobalDataHologic said that the transaction also includes substantial minority investments from a wholly owned subsidiary of the Abu Dhabi Investment Authority (ADIA) and a GIC affiliate.
The transaction is anticipated to conclude in the first half of 2026, pending approval from Hologic stockholders, regulatory clearances, and other standard closing conditions.
Hologic’s board has given the merger unanimous support and is advising stockholders to vote in favour of the agreement.
Financing for the acquisition has been secured by Blackstone and TPG, with commitment letters for debt financing received from a consortium of banks, including Bank of America, Citi, Barclays, SMBC, and Royal Bank of Canada.
According to Hologic, equity financing commitments from funds managed by Blackstone and TPG are also in place.
Blackstone will make investments through its private equity strategy for individual investors while TPG will utilise its TPG Capital platform for the investment.
Post-acquisition, Hologic will be removed from the Nasdaq stock market but will retain its headquarters in Massachusetts, US, along with its name and brand.
Goldman Sachs & Co. is acting as Hologic’s exclusive financial adviser, with Wachtell, Lipton, Rosen & Katz providing legal counsel.
The Blackstone-and-TPG consortium is advised financially by Citi, legally by Kirkland & Ellis, and on healthcare regulatory matters by Ropes & Gray.
Earlier this month, Hologic received the US Food and Drug Administration’s clearance for its inaugural gastrointestinal pathogen detection tests.
