ABC.L Regulatory News (ABC)

Abcam plc

 THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION (EU) NO 596/2014

Abcam Announces Pricing of Offering on NASDAQ

October 22, 2020, London - Abcam plc (AIM: ABC) ("Abcam"), a global leader in the supply of life science research tools, announces today the pricing of its offering of 8,945,218 American Depositary Shares ("ADSs"), representing an aggregate of 8,945,218 ordinary shares, at a price of $17.50 per ADS, for aggregate proceeds of approximately $156.5 million, before deducting underwriting discounts and commissions. Each ADS offered represents one ordinary share of Abcam. The ADSs are being offered in a registered public offering in the United States (the "Offering").

In addition, Abcam has granted the underwriters a 30-day option to purchase up to an additional 1,341,782 ADSs on the same terms and conditions.

The closing of the Offering is expected to occur on October 26, 2020, subject to customary closing conditions.

Abcam's ordinary shares are admitted to trading on the AIM market of the London Stock Exchange under the symbol "ABC." The ADSs have been approved for listing on the NASDAQ Global Market ("NASDAQ") and are expected to begin trading under the symbol "ABCM" on October 22, 2020.

Morgan Stanley and BofA Securities are acting as the lead book-running managers for the Offering. SVB Leerink is acting as a book-running manager, and Lazard and William Blair are acting as co-managers.

A registration statement relating to these securities was declared effective by the Securities and Exchange Commission on October 21, 2020. The Offering is being made only by means of a prospectus. When available, copies of the final prospectus relating to and describing the terms of the Offering may be obtained from the offices of Morgan Stanley, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014; or from BofA Securities, Attention: Prospectus Department, 200 North College Street, 3rd Floor, Charlotte, North Carolina 28255-0001, or by email at dg.prospectus_requests@bofa.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction.

Forward Looking Statements

This press release contains forward-looking statements. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation statements regarding Abcam's plans to conduct the Offering.

These forward-looking statements are based on management's current expectations. These statements are neither promises nor guarantees but involve known and unknown risks, uncertainties and other important factors that may cause Abcam's actual results, performance or achievements to be materially different from its expectations expressed or implied by the forward-looking statements, including, but not limited to, the following: Abcam may determine not to conduct a registered initial public offering in the time frame that it currently expects or at all, due to a number of potential important factors, including conditions in the U.S. capital markets, negative global economic conditions, potential negative developments in the COVID-19 pandemic, other negative developments in Abcam's business or unfavorable legislative or regulatory developments.

These and other important factors could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. Any such forward-looking statements represent management's estimates as of the date of this press release. While Abcam may elect to update such forward-looking statements at some point in the future, Abcam disclaims any obligation to do so, even if subsequent events cause its views to change. These forward-looking statements should not be relied upon as representing Abcam's views as of any date subsequent to the date of this press release.

For readers in the European Economic Area and the United Kingdom

There will be no public offer of the ADSs to the public in the European Economic Area or the United Kingdom.

This communication , in so far as it constitutes an invitation or inducement to enter into investment activity within the meaning of section 21 of the Financial Services and Markets Act 2000 as amended ("FSMA") in connection with the securities which are the subject of the offering described in this press release or otherwise, is only being directed at: (a) in the European Economic Area (the "EEA"), persons who are qualified investors within the meaning of Article 2(e) of Prospectus Regulation (EU) 2017/1129 (the "Prospectus Regulation") ("Qualified Investors"); and (b) in the United Kingdom, Qualified Investors who are (i) persons who fall within the definition of "Investment Professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"); or (ii) persons who fall within Article 49(2)(a) to (d) ("High net worth companies, unincorporated associations etc.") of the Order; or (c) persons to whom it may otherwise be lawfully communicated (all such persons referred to in (a), (b) and (c) above together being referred to as "Relevant Persons").

The ADSs offered in the Offering are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such ADSs will be engaged in only with, in the EEA and the United Kingdom, Relevant Persons. Any person who, in the EEA or the United Kingdom, is not a Relevant Person should not act or rely on this document or any of its contents. This communication does not contain an offer or constitute any part of an offer to the public within the meaning of sections 85 and 102B of FSMA or otherwise.

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