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Quidel Corporation and Ortho Clinical Diagnostics announced the closing of their business combination is anticipated on May 27, 2022. The High Court of Justice in England granted an order sanctioning the Ortho Scheme, effective upon its filing with the Registrar. Post-combination, Ortho will be a wholly-owned subsidiary of Coronado Topco, which will rebrand as QuidelOrtho Corporation. Ortho shareholders are set to receive $7.14 in cash and 0.1055 shares of QuidelOrtho per share, while Quidel shareholders will receive one share of QuidelOrtho for each of their shares.
Quidel Corporation (NASDAQ: QDEL) and Ortho Clinical Diagnostics Holdings plc (NASDAQ: OCDX) have announced the expected closing of their business combination on May 27, 2022. The UK High Court has sanctioned the scheme of arrangement for Ortho, which will then become a wholly owned subsidiary of Coronado Topco, Inc. Following this, Quidel will also merge with Topco, leading to the creation of QuidelOrtho Corporation. The transaction includes Ortho shareholders receiving $7.14 in cash and 0.1055 shares of QuidelOrtho stock for each Ortho share.
On May 16, 2022, Ortho Clinical Diagnostics Holdings (NASDAQ: OCDX) announced shareholder approval for its merger with Quidel Corporation (NASDAQ: QDEL) under a Business Combination Agreement dated December 22, 2021. The merger aims to create a global diagnostics leader, enhancing R&D capabilities and market reach. The closing is pending High Court sanction and other conditions, expected on May 27, 2022. Ortho's CEO expressed confidence in the merger's potential for profitable growth and an integrated commercial strategy.
Ortho Clinical Diagnostics (OCDX) reported a core revenue decline of 0.9% to $495.0 million in Q1 2022, though it grew 0.6% in constant currency. Excluding CoV-2 assay sales, revenue increased by 4.2%. Operating income dropped to $47.1 million with Adjusted EBITDA at $139.5 million, an 8.5% decrease year-over-year. Despite supply chain challenges affecting product shipping, demand remained strong. The company is finalizing its pending transaction with Quidel, aiming to enhance growth prospects through combined capabilities.
Ortho Clinical Diagnostics (NASDAQ: OCDX) has been awarded the 2022 Gold Edison Award for its VITROS® Anti-SARS-CoV-2 IgG Quantitative Test, distinguished in the Testing Solutions category. This test enables mass-scale COVID-19 antibody testing, supporting healthcare providers amidst the pandemic. Recognized for its first quantitative antibody test with FDA Emergency Use Authorization, Ortho emphasizes its commitment to delivering innovative diagnostic tools. This marks the company's fifth recognition by the Edison Awards, underscoring its impact in enhancing patient care and understanding COVID-19 immunity.
Ortho Clinical Diagnostics (Nasdaq: OCDX) will announce its first quarter results for 2022 after market close on May 4, 2022. A conference call to discuss these results is scheduled for 4:30 PM ET the same day, accessible via the company's 'Investors' page on their website or by phone. Notably, there will be no Q&A session due to the pending merger with Quidel Corporation, first announced on December 23, 2021. Ortho is a leader in in vitro diagnostics, impacting over 800,000 patients daily with innovative diagnostic solutions.
Ortho Clinical Diagnostics Holdings reported strong financial results for Q4 and FY 2021. Fourth quarter core revenue increased by 3.5% to $518.9 million, while fiscal year core revenue rose 16.1% to $2.01 billion. Operating income for Q4 was $31.1 million and adjusted EBITDA was $127.9 million. The fiscal year operating income reached $173.9 million with adjusted EBITDA at $548.1 million, marking a 20.2% year-over-year growth. Strength in commercial execution and a definitive agreement with Quidel Corporation are expected to further enhance shareholder value.
Ortho Clinical Diagnostics has scheduled a UK Court hearing on February 15, 2022, as part of its business combination with Quidel Corporation. This hearing aims to receive consent for convening a shareholders' meeting under the UK Scheme of Arrangement, which requires approval from a numerosity majority and a value majority of shareholders. Ortho will also seek confirmation that its registered Depositary Nominees can vote as a single class representing beneficial shareholders. Further details regarding the implementation process will be available in the forthcoming Joint Proxy Statement.
Ortho Clinical Diagnostics announced preliminary unaudited revenue results for Q4 and fiscal year 2021. The Company expects Q4 core revenue growth of approximately 4%, ranging from $518 million to $520 million, with total revenue of $520 million to $522 million. For the fiscal year, the Company anticipates reported core revenue growth of around 16% to approximately $2,014 million to $2,016 million. The CEO highlighted profitable growth across all regions and the recent agreement with Quidel Corporation, indicating strong future growth potential.
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