Lansing, MI, and St. Paul, MN— Neogen Corporation and 3M on Tuesday announced that they have entered into a definitive agreement pursuant to which 3M will separate its food safety business and simultaneously combine it with Neogen.
The combination will create an innovative leader in the food safety sector with a comprehensive product range and a strategic focus on the category’s long-term growth opportunities, according to the announcement.
Neogen is a leading food security company with product offerings spanning food safety, animal safety and genomics. The company’s food safety solutions include rapid diagnostics for the detection of unintended substances, sanitation verification tools and pathogen tests.
In the animal safety
area, Neogen offers veterinary instruments and supplies, cleaners and
disinfectants for farm and veterinary settings, and insecticides and
rodenticides to limit the spread of disease.
The
company said its genomics solutions improve the efficiency of herds,
help breed associations verify parentage, and enable food safety
professionals to identify bacterial strains associated with disease
outbreaks.
3M is a leading manufacturer of food safety solutions including Petrifilm™, a globally recognized indicator testing product.
The
company’s other food safety-related product offerings include hygiene
monitoring and testing, lab equipment and supplies, pathogen testing,
prepared and dehydrated media, sample collection, time and temperature
monitoring, UHT testing, and allergen testing.
The transaction implies an enterprise value for 3M’s food safety business of approximately $5.3 billion.
Under
the terms of the definitive agreements, which involve a tax-free
“Reverse Morris Trust” structure, existing Neogen shareholders will
continue to own approximately 49.9 percent of the combined company, and
3M shareholders will receive approximately 50.1 percent of the combined
company.
The boards of directors of both companies have unanimously approved the transaction.
Neogen’s
president and chief executive officer, John Adent, and Neogen’s
existing management team will continue to lead the combined company.
The
transaction is expected to close by the end of the third quarter of
2022, subject to approval by Neogen shareholders, receipt of required
regulatory approvals and the satisfaction of other customery closing
conditions.
“The
heightened global focus on food security, sustainability and supply
chain solutions around the world presents exciting opportunities for
Neogen to be positioned as an innovative leader at the forefront of the
growth and digitization of the industry,” Adent continued.