QuidelOrtho Corporation Announces Pricing of Secondary Offering of Common Stock by the Carlyle Group

Rhea-AI Summary

QuidelOrtho (QDEL) has announced the pricing of a secondary offering where Carlyle Partners VI Cayman Holdings will sell 8,260,183 shares of common stock. Goldman Sachs & Co. is serving as the sole underwriter for the offering, which is expected to close on November 21, 2024. QuidelOrtho will not receive any proceeds from this transaction as all proceeds will go to the selling stockholder. The offering is being conducted through an effective shelf registration statement filed with the SEC.

Positive

• None.

Negative

• Large secondary offering of 8,260,183 shares may create selling pressure
• Major shareholder (Carlyle Group) reducing position could signal decreased confidence
• No proceeds benefit the company as it's a secondary offering

Insights

Financial Analyst

The secondary offering of 8.26 million shares by Carlyle Group represents a significant market event for QuidelOrtho. This type of large block sale by a major institutional investor typically creates short-term selling pressure on the stock. The transaction indicates Carlyle's strategic exit from their position, which could impact market sentiment.

The offering's timing and structure through Goldman Sachs suggests an organized, institutional-focused distribution process. While the company won't receive any proceeds, the increased float could improve stock liquidity. However, investors should monitor potential price impacts as the market absorbs this substantial share block.

The offering's execution through a fixed-price mechanism rather than a traditional bookbuilding process indicates a desire for swift execution, possibly to minimize market impact. The lack of company participation also suggests this is purely a portfolio rebalancing decision by Carlyle rather than a reflection on QuidelOrtho's fundamentals or capital needs.

SAN DIEGO--(BUSINESS WIRE)-- QuidelOrtho Corporation (Nasdaq: QDEL) (the “Company” or “QuidelOrtho”), a global provider of innovative in vitro diagnostics technologies designed for point-of-care settings, clinical labs and transfusion medicine, announced today the pricing of the previously announced underwritten secondary offering (the “Offering”) by Carlyle Partners VI Cayman Holdings, L.P. (the “Selling Stockholder”) of 8,260,183 shares of the Company’s common stock (“Common Stock”).

The Selling Stockholder will receive all of the proceeds from the Offering. The Company is not selling any shares of Common Stock in the Offering and will not receive any proceeds from the Offering.

Goldman Sachs & Co. LLC is acting as the sole underwriter of the Offering. The Offering is expected to close on November 21, 2024, subject to customary closing conditions.

Goldman Sachs & Co. LLC will offer the shares of Common Stock to the public at a fixed price, which may be changed at any time without notice.

The Offering is being made pursuant to an effective shelf registration statement (including a prospectus) filed by the Company with the U.S. Securities and Exchange Commission (“SEC”). A final prospectus supplement and accompanying prospectus describing the terms of the Offering will be filed with the SEC, copies of which may be obtained, when available, from Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY, 10282, phone number: (866) 471-2526, or by email at prospectus-ny@ny.email.gs.com. These documents may also be obtained free of charge by visiting EDGAR on the SEC’s website at www.sec.gov.

This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Cautionary Note Concerning Forward Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are any statement contained herein that is not strictly historical, including, but not limited to, statements regarding the expected sale of Common Stock by the Selling Stockholder in the Offering. Without limiting the foregoing, the words “may,” “will,” “would,” “should,” “might,” “expect,” “anticipate,” “believe,” “estimate,” “plan,” “intend,” “goal,” “project,” “strategy,” “future,” “continue” or similar words, expressions or the negative of such terms or other comparable terminology are intended to identify forward-looking statements. Such statements are based on the beliefs and expectations of QuidelOrtho’s management as of today and are subject to significant known and unknown risks and uncertainties. Actual results or outcomes may differ significantly from those set forth or implied in the forward-looking statements. The factors discussed in QuidelOrtho’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and subsequent reports filed with the SEC, including under Part I, Item 1A, “Risk Factors” of the Form 10-K, among others, could cause actual results to differ from those set forth or implied in the forward-looking statements. You should not rely on forward-looking statements as predictions of future events because these statements are based on assumptions that may not come true and are speculative by their nature. All forward-looking statements are based on information currently available to QuidelOrtho and speak only as of the date hereof. QuidelOrtho undertakes no obligation to update any of the forward-looking information or time-sensitive information included in this press release, whether as a result of new information, future events, changed expectations or otherwise, except as required by law.

About QuidelOrtho Corporation

QuidelOrtho Corporation (Nasdaq: QDEL) is a world leader in in vitro diagnostics, developing and manufacturing intelligent solutions that transform data into understanding and action for more people in more places every day.

Offering industry-leading expertise in immunoassay and molecular testing, clinical chemistry, and transfusion medicine, bringing fast, accurate and reliable diagnostics when and where they are needed - from home to hospital, lab to clinic. So that patients, clinicians and health officials can spot trends sooner, respond quicker and chart the course ahead with accuracy and confidence.

Building upon its many years of groundbreaking innovation, QuidelOrtho continues to partner with customers across the healthcare continuum and around the globe to forge a new diagnostic frontier. One where insights and solutions know no bounds, expertise seamlessly connects and a more informed path is illuminated for each of us.

QuidelOrtho is advancing diagnostics to power a healthier future.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241119268143/en/

Investor Contact:

Juliet Cunningham

Vice President, Investor Relations

IR@QuidelOrtho.com

Media Contact:

D. Nikki Wheeler

Senior Director, Corporate Communications

media@QuidelOrtho.com

Source: QuidelOrtho Corporation

FAQ

How many shares is Carlyle selling in QuidelOrtho (QDEL) secondary offering?

Carlyle Partners VI Cayman Holdings is selling 8,260,183 shares of QuidelOrtho common stock in the secondary offering.

When will QuidelOrtho (QDEL) secondary offering close?

The secondary offering is expected to close on November 21, 2024, subject to customary closing conditions.

Will QuidelOrtho (QDEL) receive any proceeds from the secondary offering?

No, QuidelOrtho will not receive any proceeds from the offering. All proceeds will go to the selling stockholder, Carlyle Partners VI Cayman Holdings.

Who is the underwriter for QuidelOrtho (QDEL) secondary offering?

Goldman Sachs & Co. is acting as the sole underwriter for the secondary offering.