Common Shares

Market Environment

Stock markets globally stumbled in 2018 after a strong year in 2017. During 2018, investors reacted to concerns about global trade relationships, including U.S.-China trade talks and the United Kingdom’s negotiations to exit the European Union. Economic indicators in key regions including Europe and emerging markets pointed to slowdowns, while geopolitical developments and a shift toward normalizing monetary policy also were concerns in 2018.

As benchmarks, the S&P 500 index in the United States finished down 6.2% in 2018. The DAX index of the 30 largest companies in Germany fell 18.3% during the year, and Germany’s TecDAX, of which QIAGEN is a member, declined 3.1% for the year.

Meanwhile, the molecular diagnostics and life science tools segment continued to grow in 2018. Expanding use of new molecular testing applications such as next-generation sequencing, liquid biopsies and epigenetics helped drive the market for instruments and consumables in research. Adoption of molecular technologies in healthcare continued to grow for precision medicine in oncology, infectious disease detection and diagnosis of rare diseases. Funding for academic research remained cautious, and healthcare faced continued uncertainty in reimbursement and government policies. QIAGEN delivered net sales growth at a solid single-digit growth at constant exchange rates (CER) in 2018 and improved profitability. QIAGEN’s sales grew across all regions in 2018 and were led by sales in the Molecular Diagnostics, Academia and Pharma customer classes, fueled by differentiated solutions including the QuantiFERON latent TB test, next-generation sequencing technologies, the QIAsymphony automation system and QIAGEN’s Precision Medicine portfolio of companion diagnostic partnerships with pharma companies. QIAGEN continues to invest in its differentiated portfolio, allocating resources to sustain sales growth while improving profitability, enhancing shareholder value and maintaining flexibility.

Global shares listed in the U.S. and Europe

QIAGEN’s global shares have been registered and traded in the United States since 1996, and were transferred to the New York Stock Exchange effective January 10, 2018, after trading on NASDAQ markets since the initial public offering (IPO). These global shares have also traded in Germany on the Frankfurt Stock Exchange since 1997, and the Prime Standard segment since its launch in 2003. The dual listing of global shares on NYSE and the Frankfurt exchange offers advantages for QIAGEN, our shareholders and employees since this global presence increases the potential market opportunity to attract investors, particularly those in the U.S. that can only invest in U.S. dollar-denominated investments, and enhances liquidity. Unlike American Depositary Receipts (ADRs), QIAGEN’s global shares provide equal 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 gained in 2018, climbing more than 11% in U.S. dollars to $34.45 on the NYSE and nearly 13% in euros to EUR 29.68 on the Frankfurt Stock Exchange. Our common shares continued to offer high liquidity, with average daily trading volume during 2018 of approximately 1.5 million shares (0.99 million on the NYSE and other U.S. trading venues, and 0.53 million on the Frankfurt Stock Exchange (XETRA) and other German exchanges). QIAGEN continued its commitment to disciplined capital allocation. Under a commitment announced in January 2018 to return $200 million to shareholders, a total of 3.4 million shares had been repurchased through January 2019 on the Frankfurt Stock Exchange at a volume-weighted average price of EUR 31.37 per share for EUR 108.0 million (approximately $124 million at current exchange rates). As of December 31, 2018, the free float, which affects weighting of QIAGEN shares in various indices, was approximately 97%.

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. In September 2018, QIAGEN shares were added to Germany’s MDAX index, which tracks the next 60 largest companies on the German stock market after the 30 largest stocks in the 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 400 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 3% of QIAGEN’s outstanding common shares at the end of 2018.

Annual Shareholders’ Meeting

At the 2018 Annual Shareholder Meeting on June 19, 2018, in Venlo, the Netherlands, 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 approximately 157.4 million shares, or 68% of the approximately 230.8 million issued shares of QIAGEN as of the record date for the meeting. Details of attendance and voting results 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 2018, with a significant number of individual discussions held during many roadshows and investor conferences around the world. Many investors and analysts made use during 2018 of the opportunity to inform themselves about QIAGEN in personal meetings at our sites in Hilden, Germany; Germantown, Maryland; Redwood City, California; and Singapore.

In 2018, 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 25 analysts from international brokerages followed QIAGEN in 2018, with analysts based in the United States, France, Germany and the United Kingdom.