Applied Biosystems to Acquire Division of Ambion, Inc.

Foster City, CA - Applied Biosystems Group, an Applera Corporation business, and Ambion, Inc. recently announced they have signed a definitive agreement whereby Applied Biosystems will acquire the Research Products Division of Ambion, a premium supplier of RNA-based reagents for life science research and drug development, for approximately $273 million in cash. The transaction is subject to regulatory and other customary closing conditions and is expected to close in the first calendar quarter of 2006.

Ambion's sample prep, RNAi, micro RNA, and gene expression and array products provide Applied Biosystems entry into an estimated $500 million market that is currently growing faster than 10 percent annually. Ambion's calendar 2005 revenues are estimated to exceed $52 million, 22 percent above the prior year. Applied Biosystems currently anticipates the acquisition will be slightly accretive on a non-GAAP basis in fiscal 2007, due to transition and integration costs, and accretive in fiscal 2008. On a GAAP basis, it is expected to be dilutive in fiscal 2006 and 2007 and possibly breakeven or accretive in fiscal 2008. The exact amount of dilution on a GAAP basis will only be known after Applied Biosystems completes an analysis of the allocation of the purchase price.

"This acquisition is an important component of Applied Biosystems' strategy to drive growth by expanding our consumables product offering," said Catherine M. Burzik, president of Applied Biosystems. "We are extremely pleased to announce this agreement and look forward to welcoming Ambion's employees to Applied Biosystems. We expect Ambion to become a center of excellence within our consumables business."

William V. Murray, president of the Molecular Biology Division of Applied Biosystems, said, "We see significant revenue, operational, and scientific synergies in combining Ambion with Applied Biosystems. Ambion's products should enable Applied Biosystems to offer customers more complete workflow solutions. We believe Ambion's strong brand recognition should help increase sales of both Applied Biosystems and Ambion consumable products via our global channels. Also important are Ambion's RNA R&D expertise, consumables manufacturing capabilities, and culture of scientific innovation, all of which should complement our existing strengths."

Matt Winkler, the founder and CEO of Ambion, said, "I am pleased that a highly reputable company like Applied Biosystems has acquired the research division of Ambion. It is gratifying to know that the people who helped me build Ambion into a great company will now be part of another great company. I anticipate that Ambion and the staff that drove its success will make equally significant contributions to Applied Biosystems."

Ambion develops and supplies innovative consumable products for stabilizing, synthesizing, handling, isolating, storing, detecting and quantifying RNA (ribonucleic acid). Recent product introductions include cutting-edge microRNA and siRNA reagents used to study mechanisms of gene expression that could lead to advances in human healthcare. RNA is a single-stranded molecule that delivers the genetic message of DNA (deoxyribonucleic acid) from the nucleus of a cell to the cytoplasm where proteins are made. Ambion's diagnostics and service businesses will become a separate standalone company.

SOURCE: Applied Biosystems