Biotechnology firm Zymergen Inc. (ZY:NASDAQ), which engineers, develops and commercializes microbes, molecules, and materials, announced Monday that it has entered into a definitive agreement to be acquired by horizontal cell programming platform and biotechnology company Ginkgo Bioworks Inc. (DNA:NYSE). The companies stated that the all-stock merger agreement represents a total market value for Zymergen of approximately $300 million.
The agreement provides that Zymergen common shareholders will receive 0.9179 Ginkgo Bioworks shares for each Zymergen share held and when the transaction is finalized will own about 5.25% of the total outstanding shares in Ginkgo.
The company stated that the acquisition allows Ginkgo to combine Zymergen's core automation and software technologies and machine learning and data science tools used to explore both known and unknown genetic design spaces with Ginkgo's foundry. Ginkgo expects that it will also gain great benefits from Zymergen's library of biological assets (Codebase).
The addition of Zymergen's assets, staff, and knowledge base are expected to substantially expand and enhance the automation and software capabilities of Ginkgo's horizontal platform. The integrated platform is expected to offer rapid prototyping capabilities for new strategic areas in advanced materials and drug discovery.
Jason Kelly, CEO and co-founder of Ginkgo Bioworks, stated, "We have always had incredible respect for the Zymergen team and the strength of the technologies that they have built for cell programming … We are thrilled to integrate Zymergen's capabilities into our Foundry, which we expect to accelerate the growth of our platform as we continue to deliver on our mission to make biology easier to engineer for our customers, helping us drive down the costs of cell programming as we invest in scale."
Zymergen Inc.'s Chairman and Acting CEO Jay Flatley commented, "Our team has built a world-class and innovative technology platform which will complement Ginkgo's cell programming capabilities … We're excited about the opportunities created by combining our technologies to accelerate Ginkgo's platform development to better serve customers, promote Zymergen's public benefit purpose, and achieve our shared vision of sustainability and a world built on biology."
The report advised that the merger transaction has already been unanimously approved by each company's respective board of directors and is expected to close in Q1/23, subject to approval by Zymergen's shareholders, ordinary closing conditions, and regulatory approval.
Ginkgo Bioworks is headquartered in Boston, Mass., and has created a biomedical platform that it claims allows clients to program cells as simply and easily as programming computers. The company's development capabilities include strain improvement, enzyme discovery, biosecurity, mammalian cell engineering, and new product development.
The company's platform can be used across diverse end market areas such as food and agriculture, pharmaceuticals, and industrial chemicals. The firm noted that its platform has been used to provide K-12 pooled testing, vaccine manufacturing optimization, and therapeutics discovery in numerous COVID-19 response efforts.
Zymergen is a biotech company based in Emeryville, Calif. that designs, develops, produces, and markets microbes, molecules, and materials for use in applications across a diverse range of industries including agriculture, electronics, and healthcare, packaging, and others.
Zymergen started today with a market cap of around $232 million with about 103.14 million shares outstanding and a short interest of about 5.8%. ZY shares opened 17.9% higher this morning at $2.28 (+$0.04, +1.79%) over yesterday's $2.24 closing price. The stock will trade today between $2.23 and $2.31 per share.
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