Akoya Biosciences (NASDAQ: AKYA) Enters Merger Agreement with Quanterix Corporation

Akoya Biosciences, Inc., a Delaware corporation, announced on January 9, 2025, its entry into an Agreement and Plan of Merger with Quanterix Corporation, a Delaware corporation, along with Wellfleet Merger Sub, Inc., a wholly-owned subsidiary of Quanterix. This merger agreement will lead to Akoya merging with and into Quanterix, with Akoya continuing as Quanterix’s wholly-owned subsidiary post-transaction.

As per the agreement’s terms, each share of Akoya common stock outstanding prior to the merger will be converted into 0.318 shares of Quanterix common stock. Additionally, all existing restricted stock units and options related to Akoya common stock will be converted into equivalent awards for Quanterix common stock, following the same vesting schedules and terms.

Post-merger, Quanterix stockholders will own roughly 70% of Quanterix’s common stock, while Akoya stockholders will possess about 30% of the common stock on a fully diluted basis. The transaction’s completion is subject to various conditions, including approvals from both Quanterix and Akoya’s stockholders, as well as regulatory approvals.

The Merger Agreement outlines customary conditions that need to be satisfied for the merger, such as accurate representations and warranties from both parties, and no occurrence of any material adverse effects. Quanterix will take necessary steps to list the Quanterix common stock issued post-merger on the NASDAQ Global Market.

Furthermore, the agreement includes provisions outlining termination fees. If either party terminates the agreement due to specific circumstances, a termination fee must be paid. For instance, Quanterix must pay Akoya a termination fee of $9,000,000 if the merger agreement is terminated under certain conditions listed in the agreement.

This strategic move paves the way for Quanterix and Akoya to create a comprehensive solution for detecting ultra-sensitive blood- and tissue-based protein biomarkers. This integrated platform will enhance diagnostic capabilities and advance treatments across various sectors including neurology, oncology, and immunology.

The companies are focused on streamlining operations and expect to realize significant cost synergies, aiming to drive positive free cash flow in 2026. The combined entity will have a robust cash balance of approximately $175 million, with no expected debt post-closing.

The proposed transaction is anticipated to close in the second quarter of 2025, subject to customary closing conditions. Upon completion, the combined entity will operate under the Quanterix name with Masoud Toloue as CEO and Vandana Sriram as CFO.

This merger represents a significant step towards enabling early disease detection and personalized medicine through advanced biomarker detection methodologies. The transaction underscores the companies’ commitment to innovation and advancing healthcare solutions for improved patient outcomes.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Akoya Biosciences’s 8K filing here.

Akoya Biosciences Company Profile

Akoya Biosciences, Inc, a life sciences technology company, provides spatial biology solutions focused on transforming discovery and clinical research in North America, the Asia Pacific, Europe, the Middle East, and Africa. The company offers PhenoCycler instrument, a compact bench-top fluidics system that integrates with a companion microscope to automate image acquisition; and PhenoImager platform that enables researchers to visualize, analyze, quantify, and phenotype cells in situ, in fresh frozen or FFPE tissue sections, and tissue microarrays utilizing an automated and high-throughput workflow.