PHILADELPHIA, PA — Proscia, a Philadelphia-based digital pathology software company serving more than 4,000 laboratories, hospitals and clinics, has agreed to be acquired by Agilent Technologies Inc. (NYSE: A) for up to $270 million, expanding the scientific instrument maker’s presence in diagnostic software and artificial intelligence-enabled pathology.
The all-cash transaction includes $240 million payable at closing and up to $30 million in additional payments tied to future performance milestones. The acquisition is expected to close early in Agilent’s fiscal 2027, subject to customary closing conditions.
Proscia generated more than $18 million in revenue over the trailing 12 months and counts 16 of the world’s 20 largest pharmaceutical companies among its customers, according to Agilent.
The acquisition would give Agilent ownership of software that connects digital slide scanners, laboratory information systems, image-analysis applications and AI tools, allowing clinical laboratories and pharmaceutical researchers to manage pathology images and associated data within a single platform.
Proscia’s technology operates across equipment and software from different vendors, an approach that allows laboratories to integrate existing systems rather than rely exclusively on products from one manufacturer.
Its digital pathology platform has received U.S. Food and Drug Administration 510(k) clearance for primary diagnosis, providing an established regulatory foundation for clinical use.
Agilent, which operates in a pathology market it values at approximately $5 billion, is seeking to combine its existing instruments and reagents with software that supports tissue analysis, diagnostic workflows and pharmaceutical research.
The transaction follows Agilent’s acquisition of Biocare Medical and extends an existing relationship with Proscia. The companies entered a multiyear distribution agreement in September 2022 to offer integrated digital pathology systems.
“Digital pathology is quickly becoming the foundation for pathology data generation, analysis, and application across biopharmaceutical research, clinical development, and diagnostics,” Agilent President and Chief Executive Officer Padraig McDonnell said.
McDonnell said the acquisition would connect pathology data generation with AI-based interpretation, supporting applications ranging from biomarker research to clinical diagnostics.
For Agilent, the purchase adds a recurring-revenue software business to its pathology operations while expanding its capabilities in companion diagnostics, which are used to identify patients who may benefit from particular treatments.
Proscia’s software also provides a means to integrate pathology data into drug discovery and clinical development workflows, where pharmaceutical companies increasingly use digital imaging and computational analysis.
David West, Proscia’s co-founder and chief executive officer, said the companies intend to maintain flexibility for customers using different technologies across clinical and research settings.
“Together, we can accelerate innovation while continuing to provide customers with the flexibility they need across clinical and life-sciences workflows,” West said.
Proscia was named the 2026 Best in KLAS winner for digital pathology, receiving the highest performance score across U.S. and European markets, according to the acquisition announcement.
Following completion, Proscia will become part of Agilent’s Life Sciences and Diagnostics Markets Group.
DLA Piper LLP is serving as Agilent’s legal adviser, with Joele Frank providing strategic communications advice. Cooley LLP is advising Proscia.
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