Common Shares

Market Environment

Stock markets globally showed robust gains in 2017, with relatively low volatility and tailwinds from accelerating economic growth and still-accommodative monetary policy. World markets benefited from broadly synchronized strengthening of economic activity across regions, driving many asset prices to record levels in 2017. Concerns about political uncertainties, a turn toward tighter monetary policy and the late stage of the business cycle did not hinder equities in 2017, but stock market volatility began to increase in early 2018.

As benchmarks, the S&P 500 index in the United States was up 19.4% at year-end 2017. The DAX index of the 30 largest companies in Germany advanced 12.5% during the year, and Germany’s TecDAX, of which QIAGEN is a member, rose 39.5% for the year. All of these indices were supported by the benefits of M&A activities.

The molecular diagnostics and life science tools segment continued to grow in 2017. Expansion of new molecular testing applications such as next-generation sequencing, liquid biopsies and epigenetics helped drive the market for instruments and consumables. Adoption of molecular technologies in healthcare continued to grow for precision medicine in oncology, infectious disease detection and diagnosis of rare diseases. Government funding for academic research remained cautious, while healthcare also faced uncertainty in reimbursement and government policies. QIAGEN’s adjusted net sales maintained solid single-digit growth in 2017, while adjusted earnings grew at double-digit rates, in line with mid-term goals for improving sales and profitability through 2020. QIAGEN sales grew across all regions and customer classes in 2017, led by growth drivers including the QuantiFERON latent TB test, QIAsymphony automation system and consumables, differentiated solutions for next-generation sequencing, and QIAGEN’s Personalized Healthcare portfolio of companion diagnostic partnerships with pharma companies. QIAGEN continues to invest in strategic catalysts, allocating resources to sustain sales growth while improving profitability, enhancing shareholder value and maintaining financial flexibility.

Listings in the U.S. and Europe

QIAGEN’s common shares have been registered and traded in the United States since 1996, listing on the New York Stock Exchange effective January 10, 2018, after trading on NASDAQ markets since the initial public offering (IPO). The shares have traded in Germany on the Frankfurt Stock Exchange since 1997, and the Prime Standard segment since its launch in 2003. Dual listing on NYSE and the Frankfurt exchange offers advantages for QIAGEN, our shareholders and employees since global presence increases the potential market opportunity and enhances liquidity. Unlike American Depositary Receipts (ADRs), QIAGEN shares provide equal corporate rights for all shareholders and can be traded on either exchange, in U.S. dollars or euros.

Share Price and Liquidity

QIAGEN’s common share price showed mixed results in 2017, climbing about 10% in U.S. dollars to $30.93 on NASDAQ, while declining about 1% in euros to €26.19 on the Frankfurt Stock Exchange, mainly as a result of the appreciation of the euro against the U.S. dollar. Our common shares continued to offer high liquidity, with average daily trading volume during 2017 of approximately 1.4 million shares (0.95 million on NASDAQ and other U.S. trading venues, and 0.44 million on the Frankfurt Stock Exchange (XETRA) and other German exchanges). QIAGEN continued its commitment to disciplined capital allocation, QIAGEN returned $300 million in capital to shareholders during 2017, with a synthetic share repurchase totaling $245 million in January 2017 followed by open-market repurchases of 1.9 million shares for $61.0 million (including transaction costs). In early 2018 QIAGEN announced a new commitment to return $200 million to shareholders via open-market repurchases on the Frankfurt Stock Exchange. As of December 31, 2017, the free float, which affects weighting of QIAGEN shares in various indices, was approximately 95%.

Index Membership

QIAGEN is a constituent in various European, U.S. and global stock indices, some of which serve as benchmarks or investment universes for mutual funds and exchange traded funds. QIAGEN ranks as one of the leading components by market capitalization in Germany’s TecDAX index, which includes the 30 largest German technology companies not in the benchmark DAX index. QIAGEN also is a member of the Russell 3000 index, which measures performance of the 3,000 largest U.S. companies, and the Russell 1000, a subset with the largest 1,000 U.S. securities. QIAGEN shares also are included in other stock market indexes such as the MSCI Europe, EMU and EAFE indexes.

Shareholder Structure

QIAGEN has a truly global investor base comprised of more than 520 identified institutional investors distributed around the world, including about one half in North America, about one-third in Europe and the remaining shares in the Asia-Pacific/Japan region. Members of the Managing Board and the Supervisory Board in total held about 2.5% of QIAGEN’s outstanding common shares at the end of 2017.

Annual Shareholders’ Meeting

At the 2017 Annual Shareholders’ Meeting, shareholders voted in favor of all resolutions proposed by the Board of Directors, in many cases with majorities above 95% of shares present at the meeting. Shareholders present or represented at the meeting held on June 21, 2017, in Venlo, the Netherlands, held approximately 145.8 million shares, or 63% of the approximately 230.8 million issued shares of QIAGEN as of the record date for the meeting. Details of attendance and voting results from our Annual Shareholders’ Meeting are available at https://corporate.QIAGEN.com.

Investor Relations and Engagement with Shareholders

QIAGEN is committed to offering shareholders, analysts and communities around the world transparent, comprehensive and readily accessible information on our vision, mission and strategy, as well as performance and future prospects.

The relationship with existing and potential investors continued at an intensive pace in 2017, with a significant number of individual discussions held during many roadshows and investor conferences around the world. Many investors and analysts made use during 2017 of the opportunity to inform themselves about QIAGEN in personal meetings at our sites in Hilden, Germany; Germantown, Maryland; Redwood City, California; Singapore; and Shanghai, China.

In 2017, QIAGEN’s efforts to address the needs of the financial community were recognized by DIRK (the association for Investor Relations in Germany) and Extel, ranking QIAGEN among the top companies, senior executives and IR professionals compared with all TecDAX companies, as well as among European medtech sector companies.

Approximately 24 analysts from international brokerages followed QIAGEN in 2017, with analysts based in the United States, France, Germany and the United Kingdom.