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Donaldson Enters into Agreement to Acquire Minority Stake in Medica, S.p.A.

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Donaldson Company, a leading provider of filtration products, announced acquiring a 49% stake in Medica S.p.A., a leader in hollow fiber membrane filtration technology. Medica, generating €80 million in revenue in 2023, specializes in blood purification and water purification products. The acquisition is pending the outcome of a tender offer and is expected to be completed by Q3 2024.

Donaldson Company, un primario fornitore di prodotti per la filtrazione, ha annunciato l'acquisizione del 49% delle quote di Medica S.p.A., azienda leader nella tecnologia di filtrazione a membrana a fibre cave. Medica, che ha generato un fatturato di 80 milioni di euro nel 2023, è specializzata in prodotti per la purificazione del sangue e dell'acqua. L'acquisizione è in attesa del risultato di un'offerta pubblica di acquisto e si prevede che sarà completata entro il terzo trimestre del 2024.
Donaldson Company, un proveedor líder de productos de filtración, anunció la adquisición de un 49% de participación en Medica S.p.A., una empresa líder en tecnología de filtración de membrana de fibra hueca. Medica, que generó ingresos de 80 millones de euros en 2023, se especializa en productos de purificación de sangre y agua. La adquisición está pendiente del resultado de una oferta pública de adquisición y se espera que se complete para el tercer trimestre de 2024.
필터 제품의 선두 제공업체인 도날슨 회사가 중공 섬유 막 여과 기술의 선도 기업인 메디카 주식회사의 49% 지분 인수를 발표했습니다. 2023년에 8천만 유로의 매출을 올린 메디카는 혈액 정화 및 물 정화 제품을 전문으로 합니다. 이 인수는 입찰 제안의 결과를 기다리고 있으며 2024년 3분기까지 완료될 것으로 예상됩니다.
Donaldson Company, un leader dans la fourniture de produits de filtration, a annoncé l'acquisition de 49% des parts de Medica S.p.A., une entreprise leader dans la technologie de filtration par membrane à fibres creuses. Medica, qui a généré un chiffre d'affaires de 80 millions d'euros en 2023, est spécialisée dans les produits de purification du sang et de l'eau. L'acquisition est en attente du résultat d'une offre publique d'achat et devrait être finalisée d'ici le troisième trimestre de 2024.
Die Donaldson Company, ein führender Anbieter von Filterprodukten, gab bekannt, dass sie einen 49% Anteil an Medica S.p.A., einem führenden Unternehmen in der Hohlfasermembran-Filtrationstechnologie, erworben hat. Medica, das im Jahr 2023 einen Umsatz von 80 Millionen Euro erzielte, spezialisiert sich auf Produkte zur Blutreinigung und Wasseraufbereitung. Die Übernahme steht noch unter dem Vorbehalt des Ausgangs eines Übernahmeangebots und wird voraussichtlich bis zum dritten Quartal 2024 abgeschlossen sein.
Positive
  • Positive: Acquisition of a stake in Medica expands Donaldson's product portfolio and market presence. Medica's innovative technology and expertise in filtration products offer growth opportunities for Donaldson.
  • Positive: Medica's strong revenue generation of €80 million in 2023 indicates a profitable business with potential for further growth and market expansion.
  • Positive: The acquisition allows Donaldson to enter new markets and diversify its offerings in the medical device and water purification sectors.
Negative
  • Negative: The acquisition is subject to the outcome of a tender offer, which poses a risk if not successfully completed.
  • Negative: The acquisition of the remaining 51% stake in the future may involve additional costs and challenges for Donaldson.
  • Negative: Integration of Medica into Donaldson's operations and management structure may present obstacles and require significant resources.

Insights

The acquisition of a minority stake in Medica S.p.A. by Donaldson Company, Inc. signals a strategic expansion into the medical device filtration market. The financial aspect to be scrutinized here is the projected impact on Donaldson's revenue streams and the potential for future earnings growth. Considering Medica's reported revenue of €80 million in 2023, this investment suggests diversification for Donaldson and access to innovative filtration technologies. Investors should monitor the tender offer's outcome as a determinant of future consolidation and acquisition opportunities for Donaldson, with the possibility to acquire the remaining 51% stake.

Furthermore, Medica's integration into Donaldson's Life Sciences segment implies an expectation of synergistic benefits in product offerings and customer base. As Donaldson is positioned in a sector with steady demand, this move could facilitate cross-selling and increase market penetration. However, investors should consider the time frame with the completion expected by the third quarter of 2024 and evaluate how the transitional integration period might affect short-term financial performance.

The healthcare and medical device industry is undergoing rapid innovation, particularly in the area of filtration technologies which are critical for various medical procedures. Donaldson's investment in Medica taps into this growth, leveraging Medica's expertise in hollow fiber membrane filtration technology. The specificity of this technology in critical health applications like dialysis and CRRT places Donaldson at a competitive advantage, assuming successful technology transfer and integration.

From a market perspective, extending into the medical devices domain presents Donaldson with new customer segments and potentially higher margins, given the specialized nature of Medica's products. However, the investment also introduces exposure to regulatory risks and reliance on health sector dynamics, including changes in medical protocols and insurance reimbursement policies.

The proprietary nature of Medica's hollow fiber membrane filtration technology is a significant factor in this acquisition. Hollow fiber technology is known for its high efficiency and is becoming increasingly important in medical treatments, such as therapeutic apheresis—a procedure that filters the blood and treats autoimmune diseases. Donaldson’s partial acquisition of Medica can be seen as a move to capitalize on this growing demand for advanced medical filtration solutions.

What stands out is the potential for innovation and product development within Donaldson's portfolio, which could be bolstered by Medica's expertise in automation solutions for disposable medical device manufacturing. This aspect is critical for retail investors to consider, as it could herald a long-term strategic growth in a niche but expanding segment of the medical technology market.

MINNEAPOLIS--(BUSINESS WIRE)-- Donaldson Company, Inc. (NYSE: DCI) (Donaldson or the Company), a leading worldwide provider of innovative filtration products and solutions, today announced it has entered into a definitive agreement allowing the Company to purchase a 49% stake in Medica S.p.A. (Medica). Medica is a leader in hollow fiber membrane filtration technology for medical device applications and water purification. Headquartered in Medolla, Italy, the Company has over 700 employees globally and generated €80 million of revenue in calendar 2023.

Founded in 1985, Medica’s innovative hollow fiber membrane filtration products are used for blood purification in numerous applications including dialysis, continuous renal replacement therapies (CRRT), and therapeutic apheresis. The Company’s products and technologies are also used in the microbiological purification of water, as well as automation solutions for disposable medical device manufacturing.

“Hollow fiber membrane filtration is a fundamental filtration technology and Medica’s proprietary technology and expertise, along with their world-class manufacturing capabilities has enabled delivery of innovative, high-margin products to customers in several markets,” said Tod Carpenter, chairman, president and chief executive officer of Donaldson.

The acquisition is subject, inter alia, to the positive outcome of the voluntary totalitarian tender offer on the ordinary shares of Medica, which MavenDanc S.r.l., an Italian company entirely owned by Donaldson, formally announced to the market on the date hereof by way of publication of the communication required by article 102, paragraph 1, of Legislative Decree n. 58 of 24 February 1998 (as amended from time to time) (the "102 Notice"). Copy of the 102 Notice is available to the public on Medica website at www.medica-spa.com. Upon positive outcome of the tender offer, Donaldson will acquire a 49% stake of Medica with the option to acquire the remaining 51% stake in the future. Completion of the transaction is expected by the third quarter of calendar 2024. Upon closing, the ratable share of Medica’s earnings would be included as a part of the Donaldson Life Sciences segment.

Statements in this release regarding future events and expectations, such as forecasts, plans, trends and projections relating to Donaldson’s business and financial performance, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are identified by words or phrases such as “will likely result,” “are expected to,” “will continue,” “will allow,” “estimate,” “project,” “believe,” “expect,” “anticipate,” “forecast,” “plan” and similar expressions. These forward-looking statements speak only as of the date such statements are made and are subject to risks and uncertainties that could affect Donaldson’s performance and could cause Donaldson’s actual results for future periods to differ materially from any opinions or statements expressed. These factors include, but are not limited to, challenges in global operations; impacts of global economic, industrial and political conditions on product demand; impacts from unexpected events, including natural disasters; effects of unavailable raw materials or material cost inflation; inability to attract and retain qualified personnel; inability to meet customer demand; inability to maintain competitive advantages; threats from disruptive technologies; effects of highly competitive markets with pricing pressure; exposure to customer concentration in certain cyclical industries; inability to manage productivity improvements; inability to achieve commitments to ESG; results of execution of any acquisition, divestiture and other strategic transactions; vulnerabilities associated with information technology systems and security; inability to protect and enforce intellectual property rights; costs associated with governmental laws and regulations; impacts of foreign currency fluctuations; and effects of changes in capital and credit markets. These and other factors are described in Part I, Item 1A, “Risk Factors” of Donaldson’s Annual Report on Form 10-K for the fiscal year ended July 31, 2023. Donaldson undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless required by law. The results presented herein are preliminary, unaudited and subject to revision until Donaldson files its results with the United States Securities and Exchange Commission on Form 10-Q.

About Donaldson Company, Inc.

Founded in 1915, Donaldson (NYSE: DCI) is a global leader in technology-led filtration products and solutions, serving a broad range of industries and advanced markets. Diverse, skilled employees at over 140 locations on six continents partner with customers—from small business owners to R&D organizations and the world’s biggest OEM brands. Donaldson solves complex filtration challenges through three primary segments: Mobile Solutions, Industrial Solutions and Life Sciences. Additional information is available at www.Donaldson.com.

About Medica S.p.A

Medica Group has been operating since 1985 with its headquarters in the biomedical district of Mirandola, Italy. Development of innovative products for blood purification has been the Group’s core business leveraging R&D strength in hollow fiber membrane technology, as well as the design and development of electromedical equipment and related disposables. Today the Group is vertically integrated, has multiple manufacturing locations, and sales in over 60 countries successfully competing in several markets, namely: 1) Medical (dialysis, CRRT, ECCO2, Apheresis, DFPP, CHF, HIPEC, pre-transplant organ perfusion, bioregenerative medicine, gastroenterology, urodynamics, oxygen humidification), 2) Microbiological purification of water, and 3) Industrial automation for the biomedical sector. Additional information is available at www.medica-spa.com.

Sarika Dhadwal (952) 887-3753

Sarika.Dhadwal@Donaldson.com

Source: Donaldson Company, Inc.

FAQ

What stake is Donaldson acquiring in Medica S.p.A.?

Donaldson is acquiring a 49% stake in Medica S.p.A.

What does Medica specialize in?

Medica specializes in hollow fiber membrane filtration technology for medical device applications and water purification.

What is the revenue generated by Medica in 2023?

Medica generated €80 million in revenue in calendar 2023.

When is the completion of the transaction expected?

The completion of the transaction is expected by the third quarter of calendar 2024.

What segments will be affected by the acquisition?

Upon closing, the ratable share of Medica’s earnings would be included as a part of the Donaldson Life Sciences segment.

Donaldson Company, Inc.

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