Bruker this week announced it entered into a definitive acquisition agreement with NanoString Technologies.

Under the agreement’s terms, Bruker will substantially acquire all of the assets and rights associated with NanoString’s business for approximately $392.6 million in cash and the assumption of certain liabilities.

The transaction was approved under a court-supervised Chapter 11 sale process pursuant to Section 363 of the U.S. Bankruptcy Code. It is expected to close in the second quarter of 2024 and is subject to customary closing conditions.

NanoString develops life science tools for discovery and translational expression analysis. Its revenues were $168 million in 2023.

“The acquisition of NanoString will add gene expression profiling and spatial transcriptomics solutions and products to Bruker’s spatial biology portfolio,” Mark Munch, President of Bruker Nano Group, said in a news release. “NanoString’s innovative platforms are complementary to Bruker’s high-performance CellScape™ spatial proteomics platform. Over time we expect considerable, high-margin consumables pull-through, which is inherent in spatial and single-cell biology solutions.”

Bruker plans to fund the acquisition with cash on hand and established debt instruments. The NanoString business will become part of the Bruker Spatial Biology business.

The company cannot provide guidance estimates for the NanoString business for the remainder of the year. Bruker said in a news release, “Its financial performance cannot yet be reliably estimated, given the disruption of the Chapter 11 reorganization, the previous European Unified Patent Court’s injunction on CosMx sales (which has since been lifted), and the uncertainties of various US and European IP and antitrust litigation proceedings against an unusually aggressive, larger spatial and single-cell biology competitor.”

Bruker expects the acquisition to rebound and be near break-even with resumed revenue growth and margin improvements by 2026. In this asset deal, the company is not acquiring NanoString’s public company overhead.

“Bruker regards Spatial Biology as a key pillar of our strategic focus on the post-genomic era. For 2027 and beyond, we expect our combined Spatial Biology business to achieve double-digit organic revenue growth with increasing non-GAAP EPS accretion. Bruker has a proven management process and an experienced leadership team with a successful track record of integrating acquisitions and improving their profitable growth performance substantially over the years, while generating an attractive return on invested capital,” Bruker President and CEO Frank Laukien said.