Recursion Pharmaceuticals, Inc. is set to acquire Exscientia plc in an all-stock transaction, pending approval from their respective shareholders, the High Court of Justice of England and Wales, and regulatory bodies. The deal, which is structured under a court-sanctioned scheme of arrangement, will see Exscientia shareholders receive 0.7729 shares of Recursion Class A Common Stock for each Exscientia share. The acquisition aims to establish a leading drug discovery platform with a diverse range of clinical programs. Financial advisors have provided fairness opinions to both companies' boards, which have unanimously recommended the transaction for approval. The deal, expected to close by Q1 2025, could potentially yield over $20 billion in milestones and royalties, along with near-term clinical readouts and cost synergies. However, the transaction is subject to certain conditions, including regulatory clearances under the HSR Act and the Austrian Investment Control Act. Both companies have cautioned shareholders against placing undue reliance on financial forecasts, which are based on assumptions about standalone operations and do not account for post-transaction changes.

Recursion Pharmaceuticals, Inc. is set to acquire Exscientia plc in an all-stock transaction, pending approval from their respective shareholders, the High Court of Justice of England and Wales, and regulatory bodies. The deal, which is structured under a court-sanctioned scheme of arrangement, will see Exscientia shareholders receive 0.7729 shares of Recursion Class A Common Stock for each Exscientia share. The acquisition aims to establish a leading drug discovery platform with a diverse range of clinical programs. Financial advisors have provided fairness opinions to both companies' boards, which have unanimously recommended the transaction for approval. The deal, expected to close by Q1 2025, could potentially yield over $20 billion in milestones and royalties, along with near-term clinical readouts and cost synergies. However, the transaction is subject to certain conditions, including regulatory clearances under the HSR Act and the Austrian Investment Control Act. Both companies have cautioned shareholders against placing undue reliance on financial forecasts, which are based on assumptions about standalone operations and do not account for post-transaction changes.