Waters Corporation Seals Transformative $17.5 Billion Acquisition

Waters Corporation is on the verge of finalizing a landmark $17.5 billion transaction to acquire the Bioscience and Diagnostics division of Becton Dickinson (BD). Shareholder approval, secured this past Tuesday with an overwhelming majority of approximately 99% in favor of the necessary stock issuance, has cleared the final major hurdle. The deal is scheduled for completion on February 9, 2026, and is set to dramatically expand the company's total addressable market to an estimated $40 billion.

The strategic combination is being executed as a tax-advantaged Reverse Morris Trust. In this structure, BD will spin off its Bioscience segment, which will then immediately merge with a subsidiary of Waters. As part of the arrangement, BD will receive a cash payment of $4 billion. Upon closing, existing Waters shareholders will own approximately 60.8% of the combined entity, with BD shareholders holding the remaining 39.2%.

Management has outlined significant financial benefits from the merger. The company is targeting annual cost synergies of $200 million by the third year post-closing. Furthermore, the transaction is expected to be accretive to adjusted earnings per share within the first full fiscal year following integration. The long-term goal is to achieve total annual EBITDA synergies of $345 million by 2030.

Key Deal Metrics:
* Transaction Value: Approximately $17.5 billion.
* Expected Closing: February 9, 2026.
* Market Opportunity: Potential addressable market expands to around $40 billion.
* Synergy Target: $345 million in annual EBITDA potential by 2030.

Should investors sell immediately? Or is it worth buying Waters?

Strategic Rationale and Integration

This acquisition represents a major strategic pivot for Waters, significantly broadening its technological portfolio. The company aims to leverage its core expertise in mass spectrometry and chromatography by integrating BD's clinical diagnostic solutions. The combined technological base is intended to accelerate growth, particularly in serving high-throughput testing markets within the life sciences sector. All necessary regulatory approvals have been obtained, including a favorable ruling from the U.S. Internal Revenue Service (IRS), paving the way for a smooth integration.

Final Standalone Earnings Snapshot Ahead

In a timely coincidence, Waters is scheduled to report its fourth-quarter and full-year 2025 financial results on February 12, just three days after the anticipated deal closure. This earnings release will provide investors with a final detailed look at the company's operational performance as a standalone entity prior to the BD integration.

For the fourth quarter of 2025, management has previously guided for revenue growth in the range of 5.2% to 7.2%, with adjusted earnings per share projected between $4.45 and $4.55. For the full 2025 fiscal year, the company expects to report adjusted earnings per share in the range of $13.05 to $13.15.