Further strengthens Thermo Fisher’s position as the trusted partner to pharma and biotech customers, delivering important customer benefits

Attractive return profile given high growth and strong margin profile of Clario, and meaningful synergies – reflecting the company’s disciplined approach to capital deployment

Thermo Fisher Scientific Inc. (NYSE: TMO), the world leader in serving science,  announced the completion of its acquisition of Clario Holdings, Inc., a leading provider of endpoint data solutions for clinical trials, for $8.875 billion in cash, plus potential additional earnout and other payments, largely dependent on performance. With the transaction complete, the Clario business will become part of Thermo Fisher’s Laboratory Products and Biopharma Services segment.

Clario’s industry-leading solutions are highly complementary to Thermo Fisher’s clinical research offerings, enabling customers to gain critical insights from patient data to improve decision-making, accelerate innovation and drive greater productivity. Clario integrates clinical trial endpoint data from devices, sites and patients, enabling customers to collect, manage and analyze clinical evidence digitally across every phase of drug development, supporting faster, more confident trial decisions. The company’s platform has supported approximately 70% of FDA and EMA novel drug approvals over the past decade.

“We are excited to welcome Clario’s talented colleagues to Thermo Fisher,” said Marc N. Casper, chairman and chief executive officer of Thermo Fisher Scientific. “Clario is an outstanding strategic fit for our company, enhancing our ability to enable faster, more informed drug development through differentiated technology and data intelligence solutions.”

The attractive financial profile of Clario and expected synergy realization make the returns on this transaction very compelling with a double-digit internal rate of return. The business is expected to grow in the high single digits and is accretive to Thermo Fisher’s adjusted operating margin¹.

As previously announced, the acquisition is expected to contribute $0.45 of adjusted earnings per share (EPS)¹ in the first year after close. Details on the positive impact on Thermo Fisher’s 2026 financials will be provided on the upcoming first quarter earnings call.

Thermo Fisher continues to expect to realize approximately $175M of adjusted operating income¹ from synergies by year 5 following close, primarily from revenue synergies that the combined capabilities will unlock.

Further Transaction Details
Clario was acquired from a shareholder group led by Astorg and Nordic Capital, Novo Holdings and Cinven.

In addition to the initial cash purchase price at closing, Thermo Fisher has agreed to pay $125 million in January 2027. Thermo Fisher has also agreed to pay up to $400 million of earn-out payments, based on the performance of the business in 2026 and 2027. Should the earn-out milestones be achieved, the return profile will be even stronger for this acquisition.

¹ Adjusted EPS, adjusted operating income and adjusted operating margin are non-GAAP measures that exclude certain items detailed later in this press release under the heading "Use of Non-GAAP Financial Measures."

Advisors
For Thermo Fisher, WilmerHale served as principal deal counsel and Axinn and Freshfields as regulatory counsel.