NEOGEN Corporation and 3M have entered into a definitive agreement in which 3M will separate its Food Safety business unit and simultaneously combine it with NEOGEN in a transaction that is intended to be tax-efficient to 3M and its shareholders. The combined business will create an innovative leader in the food safety sector with a comprehensive product range and a strategic focus on the category’s long-term growth opportunities.

The merger is expected to generate significant long-term value for shareholders of the combined company, as well as customers and employees, by:

• Creating an innovator in an industry benefiting from growing demand: NEOGEN’s pure-play food security business, combined with the long-term tailwinds of increased global focus on sustainability, food safety, and supply chain solutions, mean NEOGEN is the ideal home for 3M’s Food Safety business. A combination will create a global innovator in food safety with the geographic footprint, product range, and innovation capabilities to further capitalize on growth trends.
• Expanding food safety product offerings to better serve customers: The company will have a significantly expanded product offering in food safety, particularly in indicator testing and pathogen detection areas, which complement NEOGEN’s existing microbiology lines. NEOGEN will also offer 3M food safety customers its genomics services, which deliver innovative DNA testing, a new offering to 3M food safety customers. This expanded product range, along with NEOGEN’s complementary animal safety business, increases the solutions with which NEOGEN helps customers protect the world’s food supply from the farm gate to the dinner plate.
• Generating global growth opportunities: The combined company creates an opportunity to optimize NEOGEN and 3M Food Safety’s high-growth capabilities to add value for customers through a compelling product offering. Beyond the U.S. and Europe, heightened interest in improving food safety in developing nations presents significant growth potential for the combined company. The combination will also provide investment flexibility to pursue international expansion.
• Creating a compelling offering through enhanced R&D capabilities, innovation, and analytics: With 3M’s Food Safety business, NEOGEN will possess the breadth and digital capabilities to lead the digitization of the food security industry. The complementary product offerings combined with NEOGEN’s data-driven analytics approach will create a compelling solution as customers seek innovative partners to increase efficiency and enhance food safety protocols.

The transaction implies an enterprise value for 3M’s Food Safety business unit of approximately $5.3 billion, including $1 billion in new debt to be incurred by 3M’s Food Safety business. The combined company is expected to have an enterprise value of approximately $9.3 billion, based on NEOGEN’s closing share price as of December 13, 2021.