Agilent To Acquire Proscia For Up To $270 Million To Expand AI-Enabled Digital Pathology

Agilent Technologies has agreed to acquire Proscia, a provider of digital pathology software for clinical and life sciences customers, in an all-cash transaction valued at $240 million at closing plus up to $30 million tied to future performance milestones.

The acquisition will expand Agilent’s pathology business by combining its instruments and reagents with Proscia’s digital pathology software platform. Agilent said the combination will strengthen its position in the approximately $5 billion pathology market while creating a broader platform for AI-enabled scientific intelligence and tissue-based precision medicine.

Proscia’s software serves as an operating layer for digital pathology, connecting slide scanners, laboratory information systems, image-analysis applications, AI tools, people, and data within a unified environment. The platform is designed to help clinical and life sciences organizations manage pathology images, data, and workflows.

Proscia currently serves more than 4,000 laboratories, hospitals, and clinics, along with 16 of the world’s 20 largest pharmaceutical companies. The business generated more than $18 million in revenue during the trailing 12 months and operates with a recurring-revenue software model.

The companies already have an established relationship. Agilent and Proscia entered into a multi-year distribution agreement in September 2022 to offer a comprehensive digital diagnostic pathology system. The acquisition builds on that partnership and follows Agilent’s recent transaction involving Biocare Medical.

Agilent plans to integrate Proscia’s vendor-agnostic digital pathology platform with its existing pathology instrumentation and reagent portfolio. Proscia’s platform has received FDA 510(k) clearance for primary diagnosis, positioning the combined business to support laboratories as pathology workflows increasingly move toward digital and AI-enabled systems.

The transaction is also expected to strengthen Agilent’s companion diagnostics and biopharmaceutical drug discovery offerings. Proscia’s growing repository of real-world pathology data could support additional AI-enabled applications across Agilent’s companion diagnostics business and help pharmaceutical companies and researchers extract insights from tissue data.

Agilent said Proscia will also add a high-growth, high-margin recurring software business to its pathology portfolio. The company sees opportunities to connect pathology data generation with AI-based interpretation across workflows ranging from biomarker research and clinical development to routine diagnostics.

The acquisition is expected to close early in Agilent’s fiscal year 2027, subject to customary closing conditions. Following completion, Proscia will become part of the Agilent Life Sciences and Diagnostics Markets Group.

Agilent generated $6.95 billion in revenue during fiscal 2025 and employs approximately 18,000 people worldwide. DLA Piper is serving as legal adviser to Agilent, while Cooley is serving as legal adviser to Proscia. Joele Frank is advising Agilent on strategic communications.

KEY QUOTES:

“Digital pathology is quickly becoming the foundation for pathology data generation, analysis, and application across biopharmaceutical research, clinical development, and diagnostics, and our acquisition of Proscia meaningfully expands our presence in this fast-growing market. The acquisition establishes an Agilent platform for scientific intelligence in tissue-based precision medicine, connecting data generation with AI-based interpretation in a workflow that supports biomarker research through routine clinical use. With Proscia’s leading platform and talented team, we will be better equipped to help laboratories and biopharma customers manage and derive insights from pathology data. We look forward to welcoming the Proscia team to Agilent and working together to accelerate adoption of AI-enabled pathology workflows to advance drug discovery and companion-diagnostics solutions and create long-term value for customers and shareholders.”

Padraig McDonnell, President And CEO Of Agilent

“This agreement with Agilent marks an exciting milestone for Proscia and reflects the strength of the platform our team has built. Agilent shares our vision for advancing pathology through open, digital, and AI-enabled solutions. Together, we can accelerate innovation while continuing to provide customers with the flexibility they need across clinical and life-sciences workflows. I am grateful to the entire Proscia team, whose dedication made this milestone possible, and look forward to building on our work as part of Agilent.”

David West, Co-Founder And CEO Of Proscia