BD Biosciences and Waters Corporation have agreed on a $17.5 billion merger.

BD Biosciences and Waters Corporation have agreed on a $17.5 billion merger.

Waters Corporation and BD's Biosciences & Diagnostic Solutions to Merge in $17.5 Billion Deal

In a significant move announced in July 2025, Waters Corporation and BD's Biosciences & Diagnostic Solutions business are set to merge in a Reverse Morris Trust transaction valued at approximately $17.5 billion.

The merger aims to create a leading life sciences and diagnostics company, focusing on regulated high-volume testing. The combined company will bring together complementary technologies such as liquid chromatography, mass spectrometry, flow cytometry, and diagnostic solutions.

The combined company is expected to nearly double Waters' total addressable market to around $40 billion. For 2025, it is projected to generate approximately $6.5 billion in revenue and $2.0 billion in adjusted EBITDA, with expected annual synergies of about $345 million by 2030, and target double-digit earnings per share growth.

BD's shareholders will own approximately 39.2% of the combined company, while existing Waters shareholders will hold roughly 60.8%. Waters will assume about $4 billion in debt as part of the acquisition.

Strategically, the merger aims to leverage BD’s biologics expertise and Waters’ chemistry and analytical platforms to expand bioseparations and bioanalytical characterization capabilities. It also seeks to utilize BD’s regulatory know-how and clinical diagnostic presence to enhance market access, service, diagnostic menu expansion, and automation.

The recurring revenue base is anticipated to exceed 70% of total revenue, with over half of instrument revenue recurring over a typical 5- to 10-year replacement cycle.

The merger is expected to enhance shareholder value through strong financial outlooks and innovation synergy, potentially benefiting the share prices of the combined entity.

In February, BD had revealed its intention to separate the biosciences and diagnostics business, which generated $3.4 billion in revenue in BD's 2024 financial year. The deal is expected to close near the end of the first quarter of calendar year 2026, subject to regulatory approvals, Waters shareholder approval, and other closing conditions.

The merger is seen as a good fit for Waters by CEO Jonas, who describes it as bringing them closer to Thermo Fisher and Danaher in terms of size and scale.

The transaction doubles Waters' total addressable market, and Waters shares fell more than 11% to $313.66 in early NYSE trading on Monday, while BD shares were down about 1%. Waters CEO Udit Batra will lead the new entity, and Waters' headquarters will remain in Milford, Massachusetts.

Jeff Jonas, portfolio manager at Gabelli Funds, states that the merger does not put too much debt on the combined company, allowing smaller dealmaking to continue.

The combined company, after the deal, will have expected 2025 sales of about $6.5 billion. The merger creates a financially strong, innovation-driven diagnostics and life sciences company with expanded market reach, complementary technology integration, significant recurring revenue, and enhanced growth prospects.

[1] BD Press Release, "BD to Separate Biosciences and Diagnostics Business," February 2025. [2] Waters Press Release, "Waters Corporation to Acquire BD's Biosciences and Diagnostics Business," July 2025. [3] Seeking Alpha, "Waters Corporation to Acquire BD's Biosciences and Diagnostics Business," July 2025. [4] Barron's, "Waters Corporation to Acquire BD's Biosciences and Diagnostics Business," July 2025.

1. The merger between Waters Corporation and BD's Biosciences & Diagnostic Solutions is anticipated to create a significant player in the life sciences and diagnostics industry.
2. The combined entity, with its focus on regulated high-volume testing, will integrate complementary technologies such as liquid chromatography, mass spectrometry, flow cytometry, and diagnostic solutions.
3. The potential synergies from this deal are expected to result in a boost in earnings per share and increased annual synergies of about $345 million by 2030.
4. AI and analytics are expected to play a crucial role in enabling diagnostic menu expansion, automation, and enhancing market access.
5. The transaction is expected to provide a strong basis for future M&A activities, as stated by Jeff Jonas, portfolio manager at Gabelli Funds.
6. The combined company, after the merger, will have a robust financial outlook, innovation synergy, expanded market reach, complementary technology integration, significant recurring revenue, and enhanced growth prospects. This could potentially impact both the companies' share prices positively.

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