November 18, 2019
QIAGEN N.V. (NYSE: QGEN; Frankfurt Prime Standard: QIA) ("QIAGEN" or the "Company") announces it has begun a review of potential strategic alternatives after receiving several conditional, non-binding indications of interest for the acquisition of all issued and outstanding shares of the Company.
The Supervisory Board and the Management Board of QIAGEN, in accordance with their fiduciary duties and as part of the review of potential strategic alternatives, are starting discussions with interested parties. These discussions aim to explore potential strategic alternatives that could provide greater value creation opportunities than the already strong stand-alone growth prospects for the Company, taking into consideration the interests of QIAGEN's stakeholders including its shareholders.
There is no guarantee or certainty that these discussions will lead to a recommended firm offer to all shareholders of the Company.
Further announcements will be made if and when required.
Certain statements contained in this press release may be considered forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. Such statements include statements with respect to the Company's strategic plans and exploration of strategic alternatives. Words such as 'anticipates,' 'expects,' 'intends,' 'plans,' 'believes,' 'seeks,' 'estimates,' and similar expressions are intended to identify forward-looking statements. All statements contained in this announcement that do not relate to matters of historical fact should be considered forward-looking statements, including with respect to the status of any discussions with potential counterparties, the possibility of completing a transaction, and any outcome of a strategic alternative evaluation process. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from our expectations expressed or implied by the forward-looking statements, including, but not limited to, the general uncertainty around future plans for the Company. Additionally, the Company's exploration of strategic alternatives represents a potential material change in business strategy, which the Company may not be able to execute effectively, on any specific timeline, or at all, and its failure to do so may impact the price and volatility of the Company's publicly traded shares. These risks and uncertainties could cause actual results to differ materially from those indicated by the forward-looking statements made in this announcement. Such forward-looking statements also are subject to risks and uncertainties related to the Company's business, including but not limited to, risks associated with management of growth and international operations (including the effects of currency fluctuations, regulatory processes and dependence on logistics); variability of operating results and allocations between customer classes; the commercial development of markets for our products to customers in academia, pharma, applied testing and molecular diagnostics; changing relationships with customers, suppliers and strategic partners; competition; rapid or unexpected changes in technologies; fluctuations in demand for QIAGEN's products (including fluctuations due to general economic conditions, the level and timing of customers' funding, budgets and other factors); our ability to obtain regulatory approval of our products; difficulties in successfully adapting QIAGEN's products to integrated solutions and producing such products; the ability of QIAGEN to identify and develop new products and to differentiate and protect our products from competitors' products; market acceptance of QIAGEN's new products and the integration of acquired technologies and businesses; and the other factors discussed under the heading "Risk Factors" contained in Item 3 of our most recent Annual Report on Form 20-F. For further information, please refer to the discussions in reports that QIAGEN has filed with, or furnished to, the U.S. Securities and Exchange Commission (SEC). Any such forward-looking statements represent management's estimates as of the date of this announcement. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change, except as required by law or by any appropriate regulatory authority. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this announcement.