NanoString Technologies, Inc. (“NanoString” or “the Company”), a leading provider of life science tools for discovery and translational research,  announced that substantially all of its assets will be acquired by Bruker Corporation (“Bruker”), a global life science analytical instrument company, for approximately $392.6 million in cash consideration, plus the assumption of certain liabilities. Following the closing, NanoString’s business operations will no longer be the subject of a chapter 11 proceeding and will be owned by Bruker on a go-forward basis. The acquisition by Bruker validates NanoString’s market-leading technology and ensures continuity of NanoString’s business operations and product development initiatives for customers and substantially all of its employees.

“NanoString’s market-leading platforms for spatial biology and gene expression are enabling researchers to gain unprecedented insights into cancer, immunology, neurology, and other critical disease areas. As a global leader in the life science analytical instrument industry, Bruker is uniquely positioned to ensure ongoing customer access to NanoString’s innovations,” said Brad Gray, President and CEO of NanoString. “The sale to Bruker will also bring about a swift conclusion of our restructuring process. Our loyal customers, suppliers and employees have stood with us through this dynamic period, and we are grateful for their dedication to the future of our technology and our mission to map the universe of biology.”

The transaction was agreed to under a court-supervised chapter 11 sale process pursuant to Section 363 of the U.S. Bankruptcy Code and is expected to close in early-May 2024. On March 10^th, another party initially agreed to serve as the “stalking horse” bidder in conjunction with the sale process. On April 12, Bruker submitted a qualifying bid. Following an auction on April 16, a revised offer from Bruker was selected as the winning bid. The substantially improved terms of the Bruker transaction represent an approximately 78% increase in value relative to the “stalking horse” bid. The agreement is subject to Bankruptcy Court approval and other customary closing conditions.

Additional Information About the Court-Supervised Restructuring Process

Additional information regarding the Company’s court-supervised process, including court filings and other information, is available on a separate website administrated by the Company’s claims agent, Kroll, at https://cases.ra.kroll.com/NanoString.

The Company is represented by Willkie Farr & Gallagher LLP as counsel, AlixPartners LLP as restructuring advisor and Perella Weinberg Partners L.P. as restructuring investment banker. Bruker is represented by Morgan Lewis & Bockius LLP as counsel and Goldman Sachs & Co. LLC as financial advisor.