Thermo Fisher Scientific to Acquire CorEvitas

Advances World-Class Clinical Research Capabilities with Leading Regulatory-Grade Registries Platform

Expected to Be Immediately Accretive to Adjusted Earnings Per Share¹

Thermo Fisher Scientific Inc. (NYSE: TMO) (“Thermo Fisher”), the world leader in serving science, today announced it has entered into a definitive agreement to acquire CorEvitas, LLC (“CorEvitas”), a leading provider of regulatory-grade, real-world evidence for approved medical treatments and therapies, from Audax Private Equity (“Audax”), for $912.5 million in cash.

Real-world evidence is the collection and use of patient health outcomes data gathered through routine clinical care. This is a high growth market segment as pharmaceutical and biotechnology customers, as well as regulating bodies, are increasingly looking to monitor and evaluate the safety of approved therapies and examine their effectiveness and value in the post approval setting.

CorEvitas, based in Waltham, Massachusetts, with operations focused in the U.S., provides regulatory-grade, real-world evidence solutions to pharmaceutical and biotechnology companies with objective data and clinical insights to improve patient care and clinical outcomes. CorEvitas manages 12 registries, including nine autoimmune and inflammatory syndicated registries. Its multi-therapeutic data intelligence platform builds and scales multiple clinical registries across specific therapeutic areas to gather structured patient clinical data spanning more than 400 investigator sites and over 100,000 patients followed longitudinally.

CorEvitas has been a partner to pharma and biotech customers for more than 20 years. With approximately 300 employees, operational momentum and strong leadership, CorEvitas is well positioned to grow its revenue organically in the low double digits, with expected revenue of $110 million in 2023.

“The addition of CorEvitas will further advance our capabilities to better serve our pharma and biotech customers and strengthen our value proposition. CorEvitas is an excellent strategic fit for Thermo Fisher and highly complementary to PPD, our leading clinical research business,” said Marc N. Casper, chairman, president and chief executive officer of Thermo Fisher. “There is strong market demand for real-world evidence which improves decision making and reduces the time and cost associated with drug development. As the trusted partner, we continue to further differentiate our capabilities to help our customers accelerate innovation and drive productivity. We look forward to welcoming CorEvitas to Thermo Fisher.”

Raymond H. Hill, chairman and chief executive officer of CorEvitas, said, “This is an exciting next step for CorEvitas. Thermo Fisher shares our science-led and mission-driven culture and commitment to driving innovation and improving patient outcomes. I am confident that becoming part of a global leader with deep life science expertise, commercial reach, international presence, and proven operational excellence will provide significant opportunities for both our customers and our colleagues. I look forward to working with the entire Thermo Fisher team as we enter this next phase of growth.”

The transaction, which is expected to be completed by the end of 2023, is subject to customary closing conditions, including regulatory approvals. Upon completion, CorEvitas will become part of Thermo Fisher's Laboratory Products and Biopharma Services segment.

The transaction is expected to be immediately accretive to adjusted earnings per share by $0.03 in 2024¹

About Thermo Fisher Scientific

Thermo Fisher Scientific Inc. is the world leader in serving science, with annual revenue over $40 billion. Our Mission is to enable our customers to make the world healthier, cleaner and safer. Whether our customers are accelerating life sciences research, solving complex analytical challenges, increasing productivity in their laboratories, improving patient health through diagnostics or the development and manufacture of life-changing therapies, we are here to support them. Our global team delivers an unrivaled combination of innovative technologies, purchasing convenience and pharmaceutical services through our industry-leading brands, including Thermo Scientific, Applied Biosystems, Invitrogen, Fisher Scientific, Unity Lab Services, Patheon and PPD. For more information, please visit www.thermofisher.com.

About CorEvitas

CorEvitas is a science-led, real-world data intelligence company. Using syndicated registry data and analytic services to understand the post approval comparative effectiveness and safety of approved therapies, CorEvitas provides biopharmaceutical companies with objective data and clinical insights to demonstrate the value of their products to clinicians, patients, payers, and regulators, including support of post-marketing safety requirements accepted by both FDA and EMA. The company operates 12 major autoimmune, inflammatory and pregnancy registries across the U.S., Canada, and Japan, collecting data from over 400 participating investigator sites in both academic as well as community-based settings of care, including collection of biosamples linked to the deep clinical data. CorEvitas is headquartered in Waltham, MA. For more information, please visit www.corevitas.com.

Forward-Looking Statements

This communication contains forward-looking statements that involve a number of risks and uncertainties. Words such as "believes," "anticipates," "plans," "expects," "seeks," "estimates," and similar expressions are intended to identify forward-looking statements, but other statements that are not historical facts may also be deemed to be forward-looking statements. Important factors that could cause actual results to differ materially from those indicated by forward-looking statements include risks and uncertainties relating to: the duration and severity of the COVID-19 pandemic; any natural disaster, public health crisis or other catastrophic event; the need to develop new products and adapt to significant technological change; implementation of strategies for improving growth; general economic conditions and related uncertainties; dependence on customers' capital spending policies and government funding policies; the effect of economic and political conditions and exchange rate fluctuations on international operations; use and protection of intellectual property; the effect of changes in governmental regulations; and the effect of laws and regulations governing government contracts, as well as the possibility that expected benefits related to recent or pending acquisitions, including the proposed acquisition of CorEvitas, may not materialize as expected; the proposed acquisition of CorEvitas not being timely completed, if completed at all; regulatory approvals required for the transaction not being timely obtained, if obtained at all, or being obtained subject to conditions; CorEvitas’ business experiencing disruptions as a result of the acquisition or due to transaction-related uncertainty or other factors making it more difficult to maintain relationships with employees, customers, other business partners or governmental entities; difficulty retaining key employees; the outcome of any legal proceedings related to the proposed acquisition of CorEvitas; and the parties being unable to successfully implement integration strategies or to achieve expected synergies and operating efficiencies within the expected time-frames or at all. Additional important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are set forth in Thermo Fisher's most recent annual report on Form 10-K and subsequent quarterly report on Form 10-Q, which are on file with the U.S. Securities and Exchange Commission ("SEC") and available in the "Investors" section of Thermo Fisher's website, ir.thermofisher.com, under the heading "SEC Filings". While Thermo Fisher may elect to update forward-looking statements at some point in the future, Thermo Fisher specifically disclaims any obligation to do so, even if estimates change and, therefore, you should not rely on these forward-looking statements as representing Thermo Fisher’s views as of any date subsequent to today.

Use of Non-GAAP Financial Measures

In addition to the financial measures prepared in accordance with generally accepted accounting principles (GAAP), Thermo Fisher uses certain non-GAAP financial measures, including adjusted earnings per share, which excludes certain acquisition-related costs, including charges for the sale of inventories revalued at the date of acquisition and significant transaction costs; restructuring and other costs/income; amortization of acquisition-related intangible assets; certain other gains and losses that are either isolated or cannot be expected to occur again with any regularity or predictability, tax provisions/benefits related to the previous items, benefits from tax credit carryforwards, the impact of significant tax audits or events, equity in earnings of unconsolidated entities and the results of discontinued operations. Thermo Fisher excludes the above items because they are outside of the company's normal operations and/or, in certain cases, are difficult to forecast accurately for future periods. Thermo Fisher believes that the use of non-GAAP measures helps investors to gain a better understanding of the company's core operating results and future prospects, consistent with how management measures and forecasts the company's performance, especially when comparing such results to previous periods or forecasts.

¹Adjusted earnings per share is a non-GAAP measure that excludes certain items detailed later in this press release under the heading “Use of Non-GAAP Financial Measures.”

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