FREMONT, Calif.—October 27, 2006—Ciphergen Biosystems announced its stockholders approved the sale of its proteomics business, including the SELDI platform, to Bio-Rad Laboratories in exchange for $20 million in cash and a $3-million equity investment by the instrumentation giant. While the deal was expected to close on or before November 1, the deadline passed without closure. Both companies are confident of closing the deal shortly, however.
FREMONT, Calif.—Bio-Rad Laboratories Inc. announced in late summer that it reached agreement with Ciphergen Biosystems to acquire its proprietary proteomics instruments business which includes Ciphergen's surface-enhanced laser desorption/ionization (SELDI) technology, its ProteinChip Arrays and all accompanying software. Purchase price for this business line is $20 million. Also announced was Bio-Rad's investment of $3 million in Ciphergen. The two transactions clear the way for Ciphergen's continued transition from an instrument supplier to a supplier of specialized diagnostic products to the clinical market.
Under the terms of the sale agreement, Bio-Rad will take over manufacturing and sale of the SELDI technology to the life sciences market where it is used in proteomics applications that include biomarker discovery, characterization and validation. Ciperhgen will retain exclusive rights to market the same technology to the diagnostics market and will obtain the instruments through an exclusive supply agreement with Bio-Rad. The companies will also collaborate to identify potential new customers interested in using SELDI technology to commercialize biomarker discovery.
Ciphergen executives were not available by press time to comment directly concerning the transaction. However, in a press release announcing the deal, Gail S. Page, president and CEO of Ciphergen, says: "Ciphergen has in place the dedicated management team and financial resources to build an exciting, attractive diagnostics business for long-term growth and sustained shareholder value. With Bio-Rad as a strategic partner, Ciphergen can accelerate its transformation into a leading specialized diagnostics provider."
Strategically for Bio-Rad it made sense to pick up Ciphergen's SELDI and ProteinArray products, once the company decided to sell the assets and focus its efforts in the diagnostics arena. In fact, the companies had ongoing discussions over the previous few years to look at different ways to work together to increase the sale of these products in the market.
"We've had a long-standing relationship with them that had looked at a bunch of areas for clinical research and for them to provide a SELDI tool in the Bio-Rad product line," says Brad Krutchfield, VP of Bio-Rad's life science group. "But they have more than 700 of these tools placed in the market that have generated a number of potential biomarkers that are in evaluation for becoming a clinical tool and that is how their business evolved."
What makes the acquisition viable for Bio-Rad is the technology's parallel application to drug discovery. "What's interesting here, and unique, is that the discovery tool is exactly the same tool as the one used for diagnostics," says Krutchfield.
The SELDI technology also fills a gap for Bio-Rad, which is primarily known as a leader in the area of 2D gels. "We have a fairly extensive line of products starting with gene expression analysis and gene expression modulation," Krutchfield notes. "Certainly, in the workflow of protein separation and protein function we see this as complementing a suite of products around quantifying protein expression as we do with our multiplex immunoassay system and a new line we just introduced which is a protein-protein interaction array instrument. The Ciphergen SELDI product will help us look at complex mixtures of proteins in various states."
In addition to the current SELDI and ProteinArray products, Bio-Rad picked up intellectual property in mass spec technology. It also acquired a product that is in late development stages.
"This technology allows a complex protein mixture to increase the intensity of low-abundance proteins," Krutchfield notes. "We see that as a really valuable product that fits into our conventional proteomic workflow."