Danaher Corporation (NYSE:DHR) entered into definitive agreement to acquire Abcam plc (NasdaqGS:ABCM) for $5.7 billion on August 26, 2023. As per the the terms of the transaction, the offer price per share is $24 for 229,723,147 Abcam shares. Danaher expects to fund the acquisition using cash on hand and proceeds from the issuance of commercial paper. Under the Transaction Agreement, Abcam plc will be required to pay to Danaher, in cash, an amount equal to £45 million ($56.62512 million) if the transaction agreement is terminated, whereas, Danaher Corporation will pay £227 million ($285.642272 million) in case of termination. Transaction is subject to customary conditions, including receipt of applicable regulatory approvals and Abcam shareholder approval. The Transaction has been unanimously approved and recommended by the Abcam Board of Directors and unanimously approved by the Danaher Board of Directors. As of September 15, 2023, the scheme circular will be published in the coming weeks, in line with disclosure obligations and following the appropriate process with the High Court of Justice in England and Wales. The transaction is anticipated to close mid-2024 .

Lazard Freres & Co. LLC, Lazard & Co., Limited, Morgan Stanley & Co. International plc, acted as financial advisors and provided opinion to board of Abcam, Citibank, N.A., acted as a depository bank, Latham & Watkins (London) LLP acted as a legal advisor to Abcam. Thomas W. Greenberg and Lorenzo Corte of Skadden, Arps, Slate, Meagher & Flom LLP acted as a legal advisor to Danaher. Phillip R. Mills of Davis Polk advised Lazard Ltd. and Morgan Stanley as financial advisers to Abcam plc. Barclays PLC (LSE:BARC) acted as financial advisor to Danaher Corporation. Jefferies LLC acted as financial advisor to Danaher Corporation.