NEW YORK – Quanterix said Friday that it will acquire Akoya Biosciences in an all-stock transaction.
In a statement, the firms said they will integrate Akoya's spatial biology capabilities with Quanterix's biomarker-detection tools for ultra-sensitive detection of protein biomarkers in blood and tissue.
"Liquid biopsy will eventually surpass the market size of all other diagnostics testing combined. Enabling early disease detection, before symptoms appear, using noninvasive methods is our mission and will be the majority of Quanterix's long-term value," Quanterix CEO Masoud Toloue said in a statement. "This transaction accelerates our progress by creating the first platform that lets researchers and clinicians track disease progression from tissue to blood. By starting with tissue and detecting early signs of complementary proteins in blood using leading ultra-sensitive Simoa technology, we are uniquely positioned to speed up market development of new liquid biopsy tests."
Under the terms of the agreement, which has been approved by the boards of both firms, Akoya shareholders will receive 0.318 shares of Quanterix common stock for each share of Akoya common stock owned. "This represents a 19 percent premium to Akoya's stock price on Nov. 14, 2024, the last full trading day prior to Akoya's announcement of its review of strategic alternatives," the firms said in a statement.
On Nov. 14, Akoya announced that its third quarter revenues dropped 25 percent year over year driven by weak instrument sales, the third consecutive quarter with declining revenues. It ended the quarter with $12.6 million in cash and cash equivalents and $23.3 million in marketable securities.
Last month, Quanterix acquired magnetic bead firm Emission for up to $70 million. It ended the third quarter with $296.1 million in cash, cash equivalents, marketable securities, and restricted cash.
Following the close of the transaction, expected in the second quarter, Quanterix shareholders will own approximately 70 percent of the combined company and Akoya shareholders will own approximately 30 percent. The company will continue to operate as Quanterix while Toloue will continue to serve as CEO and current Quanterix CFO Vandana Sriram will continue in that role.
Quanterix expects to have approximately $175 million in cash with no expected debt at the time of closing, after accounting for debt repayment, transaction costs, and a $20 million payment for the Emission acquisition. Quanterix said that it will have financial flexibility to advance its global diagnostic testing infrastructure, including for Alzheimer's disease and other growth opportunities such as Akoya's advancement into the companion diagnostics segment.
Upon closing, two current Quanterix directors will resign, to be replaced by two directors designated by Akoya from its current board.
Billerica, Massachusetts-based Quanterix said that it expects the transaction to save approximately $40 million by the end of 2026, with $20 million in the first year, driven by "the elimination of duplicative corporate structures, streamlined commercial infrastructure, increased operational efficiencies, process improvements, and footprint optimization."
In Friday morning trading on the Nasdaq, shares of Quanterix were down 19 percent at $9.47 while shares of Akoya were up 14 percent at $3.04.
Goldman Sachs is serving as financial adviser to Quanterix, and Covington & Burling is serving as legal counsel. Perella Weinberg Partners is serving as financial adviser to Akoya, and DLA Piper is serving as legal counsel.