South Korea’s healthcare company SD Biosensor and South Korean private equity fund SJL Partners were advised by Paul Hastings in their definitive merger agreement to acquire the Nasdaq-listed US diagnostic manufacturer Meridian Bioscience in an all-cash USD1.53 billion transaction. Jones Day and Cincinnati-based law firm Keating Muething & Klekamp assisted Meridian Bioscience.
Paul Hastings’ corporate partners Robert Leung in New York and Kim Iksoo in Seoul led the team, which included partner Kim Dong Chul in Seoul, and New York-based associates Vinnie Buehler, Anna Hardcastle and Celina Hong. Jones Day’s team comprised partners James Dougherty in New York and Jonn Beeson in Irvine, California, with the support of associate Benjamin Chouka, also in Irvine.
The transaction is expected to close in the fourth quarter of 2022, subject to the approval of Meridian shareholders, gaining the required regulatory approvals, and the absence of specified materially adverse outcomes of Meridian’s previously disclosed and ongoing investigation by the US Department of Justice, and other customary closing conditions.
Under the terms of the agreement, Meridian shareholders will receive USD34 per share in cash. On completion of the transaction, Meridian will no longer be traded or listed on any public securities exchange, with SD Biosensor holding approximately 60% of Meridian and SJL Partners owning the rest. SD Biosensor and SJL Partners intend to jointly operate Meridian as an independent entity following the transaction’s completion, and the company’s leadership team and headquarters are expected to remain in place.