DEPOSIT AGREEMENT by and among ABCAM PLC and CITIBANK, N.A., as Depositary, and THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of October 26, 2020Deposit Agreement • March 14th, 2022 • Abcam PLC • Biological products, (no disgnostic substances) • New York
DEPOSIT AGREEMENT, dated as of October 26, 2020, by and among (i) Abcam plc, a public limited company incorporated under the laws of England and Wales, and its successors (the “Company”), (ii) CITIBANK, N.A., a national banking association organized under the laws of the United States of America (“Citibank”) acting in its capacity as depositary, and any successor depositary hereunder (Citibank in such capacity, the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).
ABCAM PLC [•] AMERICAN DEPOSITARY SHARES REPRESENTING [•] ORDINARY SHARES, NOMINAL VALUE £0.002 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • October 19th, 2020 • Abcam PLC • Biological products, (no disgnostic substances) • New York
Acquisition of Abcam by Danaher Approved by the High Court of Justice of England and WalesAbcam PLC • December 4th, 2023 • Biological products, (no disgnostic substances)
Cambridge, UK / Waltham, MA, December 4, 2023 – Abcam plc (Nasdaq: ABCM) (‘Abcam’, the ‘Group’ or the ‘Company’), a global leader in the supply of life science research tools, entered into a definitive agreement on August 26, 2023 relating to its proposed acquisition by Danaher Corporation (NYSE: DHR) (‘Danaher’) for $24.00 per share in cash (the ‘Transaction’), to be implemented by way of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006 (the ‘Scheme‘). The circular in relation to the Scheme was published or made available to Scheme Shareholders on October 5, 2023 (the ‘Scheme Circular‘).
26 August 2023 DANAHER CORPORATION (as Parent) DIADEM HOLDCO LIMITED (as Purchaser) and ABCAM PLC (as Company) TRANSACTION AGREEMENT 99 Bishopsgate London EC2M 3XF United Kingdom Tel: +44.20.7710.1000 www.lw.comAgreement • August 28th, 2023 • Abcam PLC • Biological products, (no disgnostic substances) • England and Wales
