Waters Corporation and Becton, Dickinson and Company (BD) have announced a definitive agreement to merge BD’s Biosciences and Diagnostic Solutions business with Waters in a transaction valued at approximately $17.5 billion. Structured as a tax-efficient Reverse Morris Trust, the deal is expected to expand Waters’ footprint in the life sciences and diagnostics sectors.
The merger aims to create a more comprehensive portfolio by combining Waters’ strengths in liquid chromatography and mass spectrometry with BD’s capabilities in flow cytometry and clinical diagnostics. The combined company will target a total addressable market of roughly $40 billion—double Waters’ current market scope—particularly in regulated and high-volume testing environments.
"We are bringing together two pioneering organizations with a rich history of delivering breakthrough innovations driven by strong R&D investment and a common customer-centric culture,” Udit Batra, president and CEO of Waters said in a press release. “I look forward to welcoming our talented and like-minded colleagues from BD's Biosciences & Diagnostic Solutions business and leading the collective organization. Together, we will work to make this combination a resounding success for our stakeholders and deliver significant value for shareholders."
A central objective of the transaction is to boost recurring revenue. The companies estimate that more than 70% of the combined entity’s revenue will be recurring annually, with a substantial portion of instrument sales expected to follow a five- to ten-year replacement cycle. This model is seen as a stabilizing force in a competitive and rapidly evolving industry.
The merger also positions Waters to accelerate its entry into adjacent high-growth markets. By integrating Waters’ chemistry and informatics platforms with BD’s biologics and diagnostics expertise, the company plans to advance technologies in biologics development, quality control, and multiplex diagnostics. BD’s established regulatory infrastructure is expected to support broader market access and faster product development.
Approximately $200 million in cost savings are anticipated within three years, largely through efficiencies in manufacturing and supply chains. Revenue synergies, estimated at $290 million by year five, are expected to come from cross-selling opportunities and expanded market reach. By 2030, the combined company anticipates an operating margin of 32%. The transaction is expected to be accretive to adjusted earnings per share in its first year post-closing.
"This transaction is an important milestone for BD, as it enhances our strategic focus as a leading medical technology company,” Tom Polen, chairman, CEO and president of BD, said in a statement. “BD is committed to unlocking long-term value through continued investment in our strong innovation pipeline, and operational and commercial excellence that will drive durable and profitable growth. BD will also receive a cash distribution, which enhances our capital allocation framework, including a commitment to use at least half of the cash proceeds to repurchase shares, with the remaining balance allocated to debt repayment."
Leadership of the new entity will include executives from both companies. Batra will serve as CEO, with Amol Chaubal as senior vice president and chief financial officer. Up to two BD representatives will join the Waters Board of Directors. The combined company will retain the Waters name, continue trading under the NYSE ticker symbol “WAT,” and remain headquartered in Milford, Massachusetts, while maintaining operations at BD’s existing Biosciences and Diagnostic Solutions locations.
"Waters' transformation, marked by strong commercial execution and revitalized innovation, positions us well for this exciting next chapter,” Batra said. “We see tremendous opportunity to immediately apply our expertise in instrument replacement, service plan attachment, and eCommerce expansion, and realize the full potential of the flow cytometry and specialty diagnostics portfolios.”
