CAMBRIDGE, England & WALTHAM, Mass.– Abcam plc (Nasdaq: ABCM) (‘Abcam’, the ‘Group’ or the ‘Company’), a global leader in the supply of life science research tools, announced today that it has entered into a definitive agreement pursuant to which Danaher Corporation (NYSE: DHR) (‘Danaher’) will acquire all of the outstanding shares of Abcam for $24.00 per share in cash (the ‘Transaction’).
The Transaction has been unanimously approved and recommended by the Abcam Board of Directors and unanimously approved by the Danaher Board of Directors.
Founded in 1998 and headquartered in Cambridge, UK, Abcam offers the scientific community highly validated antibodies, reagents, biomarkers and assays to address targets in biological pathways that are critical for advancing drug discovery, life sciences research, and diagnostics. The Company’s technologies are used by approximately 750,000 researchers.
Abcam is expected to operate as a standalone operating company and brand within Danaher’s Life Sciences segment, furthering Danaher’s strategy to help map complex diseases and accelerate the drug discovery process.
The Transaction brings to a conclusion the review of strategic alternatives initiated by the Abcam Board of Directors in June 2023, following strategic inquiries from multiple parties. The comprehensive process, assisted by Lazard and Morgan Stanley as financial advisors and Latham & Watkins as legal advisor, engaged with over 30 potential counterparties, including more than 20 potential strategic acquirers before entering into a definitive agreement with Danaher.
Peter Allen, Chairman of Abcam, said: “Following a rigorous process, I’m confident this combination with Danaher maximizes value for shareholders while delivering an excellent outcome for our employees and customers.”
Alan Hirzel, Chief Executive Officer of Abcam, said: “Our strategy has transformed Abcam to become a scale innovator and important catalyst in the global life science community. Danaher shares our passion to help life science researchers achieve their mission faster and their operating company model allows us to continue to pursue our strategy, while harnessing the power of the Danaher Business System to ensure we remain the partner of choice for our customers.”
Rainer M. Blair, President and Chief Executive Officer, Danaher, said: “We couldn’t be more excited to have Abcam join Danaher. Abcam’s long track record of innovation, outstanding product quality and breadth of antibody portfolio positions them as a key partner for the scientific community. We look forward to welcoming Abcam’s innovative and talented team to Danaher as we continue to help our customers solve some of the world’s biggest healthcare challenges.”
The Transaction is intended to be effected by way of a court sanctioned scheme of arrangement under English law, subject to the approval of Abcam shareholders, the receipt of certain regulatory approvals, the sanction of the High Court of Justice of England and Wales and other customary closing conditions. A circular containing further information and setting out the timing and process for shareholder approval will be issued to Abcam shareholders in the coming weeks. The Transaction is expected to close mid-2024, subject to satisfaction of these conditions.
Danaher expects to fund the acquisition using cash on hand and proceeds from the issuance of commercial paper.
