Hologic Stockholders to Receive $76 per Share in Cash Plus a Contingent Value Right of up to $3 per Share Payable Upon Achieving Certain Revenue Milestones

Represents 46% Premium to Hologic’s Closing Price on Last Trading Day Prior to Media Reports of Possible Transaction

Transaction Includes Significant Minority Investments from ADIA and GIC

Transaction Will Help Hologic Strengthen its Leadership in Women’s Health and Accelerate Growth

MARLBOROUGH, Mass. & NEW YORK & SAN FRANCISCO & FORT WORTH, Texas, October 21, 2025 -- Hologic, Inc. (Nasdaq: HOLX) today announced that it has entered into a definitive agreement to be acquired by funds managed by Blackstone (“Blackstone”) and TPG in a transaction valued at up to $79 per share, representing an enterprise value of up to $18.3 billion.1

Under the terms of the agreement, Blackstone and TPG will acquire all outstanding Hologic shares for $76 per share in cash plus a non-tradable contingent value right (CVR) to receive up to $3 per share in two payments of up to $1.50 each, for total consideration of up to $79 per share in cash. The non-tradable CVR would be issued to Hologic stockholders at closing and paid, in whole or in part, following achievement of certain global revenue goals for Hologic’s Breast Health business in fiscal years 2026 and 2027.

The aggregate purchase price represents a premium of approximately 46% to Hologic’s closing price on May 23, 2025, the last full trading day prior to media reports regarding a possible transaction involving Hologic. The transaction includes significant minority investments from a wholly owned subsidiary of the Abu Dhabi Investment Authority (“ADIA”) and an affiliate of GIC.

“Today marks an exciting new chapter for Hologic as we join forces with the exceptional teams at Blackstone and TPG,” said Stephen P. MacMillan, Hologic’s Chairman, President and Chief Executive Officer. “With their resources, expertise and commitment to women’s health, Blackstone and TPG will help accelerate our growth and enhance our ability to deliver critical medical technologies to customers and their patients around the world. This transaction delivers immediate and compelling value to Hologic stockholders, reflecting the dedication of our employees whose hard work has made this milestone possible.”

Ram Jagannath, a Senior Managing Director at Blackstone, said: “Hologic is an outstanding global leader in advancing women’s health, with a longstanding reputation for groundbreaking and high-quality medical device and diagnostic products. We have closely followed the Company for many years and long admired the positive impact its life-changing technologies have had for millions of patients worldwide. We are thrilled to partner with its highly talented and capable employees, alongside TPG, to further invest in Hologic’s continued product innovation and growth.”

“Hologic’s innovation-driven medical products and technologies are advancing detection and care to improve health outcomes for women around the world,” said John Schilling, M.D., Co-Managing Partner of TPG Capital. “Investing behind healthcare innovation has been a core focus for TPG for decades, and Hologic represents a compelling opportunity to draw upon our deep thematic expertise to support the development of next-generation solutions that will continue to promote strong clinical results and enhance patient care. We’re proud to partner with the Hologic team and Blackstone in this exciting new chapter.”

Approvals, Timing and Transaction Details

The transaction is expected to close in the first half of calendar year 2026, subject to the approval of Hologic’s stockholders, the receipt of required regulatory approvals and the satisfaction of certain other customary closing conditions. The Hologic Board of Directors has unanimously approved the merger agreement and recommends that Hologic stockholders vote their shares to approve the transaction and adopt the merger agreement.

Blackstone and TPG have secured committed financing for the transaction. They have delivered to Hologic a debt financing commitment letter from Citi, Bank of America, Barclays, Royal Bank of Canada and SMBC, and equity commitment letters from funds advised by Blackstone and TPG that, taking into account the Company’s balance sheet, in the aggregate, are sufficient to fund the purchase price and pay related fees and expenses at closing. Blackstone’s private equity strategy for individual investors is also expected to invest as part of the transaction. TPG is investing in Hologic through TPG Capital, the firm’s U.S. and European private equity platform.

Upon completion of the transaction, Hologic’s common stock will be delisted from the Nasdaq stock market. The Company will maintain its headquarters in Marlborough, Massachusetts, and will continue to operate under the Hologic name and brand.

The merger agreement includes a 45-day “go-shop” period, during which time Hologic and its advisors may solicit, consider and negotiate alternative acquisition proposals from third parties. The Hologic Board of Directors will have the right to terminate the merger agreement to enter into a transaction providing for a superior proposal, subject to the terms and conditions of the merger agreement. There can be no assurance that this process will or will not result in a superior proposal. Hologic does not intend to disclose updates on this process unless and until it determines that such disclosure is appropriate or required.

Hologic Fourth Quarter Financial Results

As announced on October 2, Hologic plans to report its financial results for the fourth quarter of fiscal 2025 via press release on November 3. Given the transaction announced today, Hologic does not intend to provide financial guidance for fiscal 2026 in this upcoming press release. In addition, Hologic does not plan to hold any earnings calls while the transaction is pending. The Company plans to file its Form 10-K for fiscal 2025 with the SEC in late November.