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Repligen (NASDAQ:RGEN) said it has signed a definitive agreement to acquire BioLife Solutions in a transaction valued at approximately $1.5 billion, adding a cell therapy-focused platform that management said will expand Repligen's exposure to one of the faster-growing areas of bioprocessing.
President and Chief Executive Officer Olivier Loeillot said the deal is structured with 36% cash and 64% Repligen common stock. The agreement values BioLife at $31 per share, consisting of $11.25 in cash and 0.1442 Repligen shares for each BioLife share, Chief Financial Officer Jason Garland said. Repligen expects to issue 7.2 million shares and use $564 million of cash on hand to fund the cash portion.
The boards of both companies have unanimously approved the acquisition. Repligen expects the transaction to close in the fourth quarter, subject to regulatory requirements and a BioLife shareholder vote.
BioLife Adds Cell Therapy Exposure
Loeillot said BioLife, headquartered in Bothell, Washington, generated $96 million of revenue in 2025, representing 29% pro forma growth. He said BioLife's cryopreservation media product CryoStor accounts for 80% to 85% of its business. Other products include HypoThermosol, hPL growth factors, CellSeal bags and vials, as well as capital equipment products such as the Signata feeding machine and ThawSTAR automated thawing system.
Management described BioLife as a "deeply embedded and highly trusted platform" in cell therapy. Loeillot said BioLife's cryopreservation media supports 18 commercially approved therapies and "the majority of U.S. commercially sponsored cell-based therapy trials." He added that BioLife generates 46% of revenue from commercial therapies and 98% from recurring consumables.
Repligen said the deal will increase its exposure to new modalities. Loeillot said that after the acquisition closes, Repligen's pro forma new modalities exposure will be approximately 25%, about half of which will be cell therapy. He said cell therapies represent 22% of overall biopharma customer pipelines and that more than 1,100 global cell therapies are currently in clinical trials.
Financial Impact and Synergies
Garland said the transaction is expected to be accretive to Repligen's revenue growth, margins and adjusted earnings per share in the first year. He said the company expects at least $20 million of synergies in year one and more than $30 million in year two, driven by public company and general and administrative cost savings, along with supply chain and manufacturing efficiencies.
Garland said BioLife's adjusted EBITDA margin, as reported for 2025, was 26%, excluding the burden of stock-based compensation. Recalculated to align with Repligen's presentation, he said adjusted EBITDA margin was 4%. Including year-one synergies, Repligen expects a 2025 pro forma adjusted EBITDA margin for BioLife of approximately 25%, with further improvement over time from additional synergies and volume leverage.
Repligen expects at least $0.05 of adjusted EPS accretion in year one and more than $0.25 in year two. Garland also said the company expects a high single-digit return on invested capital over the medium term.
The company said the structure preserves balance sheet flexibility, with more than $300 million of pro forma cash expected after closing and approximately one times net leverage.
Second-Quarter Update
Separately, Repligen provided select preliminary second-quarter highlights. Loeillot said the company delivered approximately 12% reported revenue growth and 13% organic revenue growth, along with strong year-over-year margin expansion. He said Repligen has met or exceeded consensus revenue for the past 12 quarters and expects to discuss full second-quarter results and its 2026 outlook on its earnings call scheduled for July 28.
BioLife also pre-released second-quarter revenue growth of 21%, according to Garland, following 25% growth in the first quarter.
Cross-Selling and Geographic Opportunities
During the question-and-answer portion of the call, analysts focused heavily on potential cross-selling opportunities. Loeillot said BioLife has spent more than a decade building relationships with cell therapy companies, while Repligen has a larger sales organization and broader commercial reach.
Loeillot said fluid management may be one of the most immediate areas for cross-selling because cell therapy manufacturing uses a range of single-use components. He also pointed to potential opportunities across BioLife's hPL, CellSeal, Signata and ThawSTAR products.
Repligen said it has assumed only limited revenue synergies in its deal model. Garland said the company sees cross-selling and Asia-Pacific expansion as potential upside, but wants time for the teams to build out integration plans.
Loeillot said Asia, particularly China, represents a significant opportunity for BioLife's products. He said BioLife has historically used distributors in Asia, while Repligen has been investing in its regional presence. Loeillot said 40% of the 1,100 cell therapy products under development are being developed in China.
Integration Plans
Management acknowledged that the BioLife transaction is larger than Repligen's past acquisitions but described the integration plan as straightforward. Loeillot said BioLife has established processes that should support integration, and Garland said public company cost savings and G&A efficiencies are expected to be realized early.
Loeillot also said the acquisition is incremental to Repligen's previously stated goal of doubling the business by 2030, which he said excluded a transaction of this size.
"We think it's a fantastic opportunity for the company and for both companies," Loeillot said in closing remarks. "We are really looking forward to welcoming the BioLife team as fast as possible."
About Repligen (NASDAQ:RGEN)
Repligen Corporation (NASDAQ:RGEN) is a life sciences company that develops and manufactures high-value consumable products for bioprocessing applications. Founded in 1981 and headquartered in Waltham, Massachusetts, the company specializes in technologies that support the development and production of biopharmaceuticals. Repligen's offerings include chromatography resins, filtration membranes, single-use technologies and systems for downstream purification and upstream processing.
The company's core product lines encompass Protein A affinity resins, designed for monoclonal antibody purification, and a portfolio of ion exchange, multimodal and hydrophobic interaction resins.
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