Thank you, Annette. Good afternoon and good morning, everyone, and welcome to today's conference call covering this morning's announcement of Abcam's acquisition of BioVision. If you've not received a copy of the press release, you may find it on the investor section of our website at corporate.abcam.com/investors. Please note, this call is being webcast and will be archived on Abcam's website until the 9th of August 2021. Before I hand over to Alan, let me briefly cover our safe harbor statement. Some of the comments made during this conference call may be considered forward-looking statements, such as statements regarding the acquisition, including the anticipated closing, integration, and potential benefits and synergies, as well as Abcam's portfolio, ambitions, beliefs, and expectations about future performance. These forward-looking statements are subject to risks and uncertainties and are based upon currently available data. Actual results are subject to future events and uncertainties which can materially impact the company's performance. Please look at the company's recent regulatory filings for a more complete picture of our risks and other factors. With that, I'd like to turn the call over to Alan. Thank you, James. Good morning and good afternoon, everyone. 20 months ago, at our strategy review for the company that we presented to analyst shareholders, one of the most important aspects of the growth strategy was to continue to invest in the company and drive organic growth, and we're certainly making tremendous progress in that area. Importantly, we also said that we would take an opportunity to acquire portfolios of products or capabilities to enhance and accelerate our growth. The acquisition that we announced this morning with BioVision is the implementation of that strategy, and we're very excited about the opportunity to press ahead with that business. It's a company we've known really well. I have been actively in conversations with them for the duration of my time at Abcam, but as a company, we've been bringing in their products and selling them under the Abcam brand now for more than a decade. The product quality is excellent. The markets and the opportunities that they have are all growing. We've seen a lot of high double-digit growth out of this portfolio consistently over the years. This is one of the suppliers that we've been much more integrated with over time. They've actually been packaging under our brand for quite a while and shipping those products to us ready to go, which is a real advance over some of the other relationships we have. It's a product portfolio we know well. Our customers love them, and it's an opportunity for us to bring that technology, that innovation, that product portfolio into Abcam and drive higher growth and higher profitability under our ownership. We're hoping that the regulatory review goes well, and looking forward to bringing that team into Abcam once that process is complete. As I say, this is an implementation of our strategy. It's a business we know well and one that we're looking forward to bringing into the fold. Michael, you want to talk about the financials? Sure. As Alan said, we've got two-three months before we receive the necessary Chinese regulatory clearances, as well as NKY shareholder approval. We're somewhat limited on the statements we can make. As you saw, we did say that for the year end of December 31st, 2021, the company had about GBP 33.8 million in revenues and close to GBP 13 million in EBITDA, and that included about GBP 5 million of COVID revenues, which we don't think are repeating. I'd say the business has been growing in line with their past growth levels, and that we expect that to continue, and we think it will be significantly accretive to earnings in the first full year we own the business, which is expected to be our calendar year end of December 31st, 2022, and enhancing to our revenue growth as well and our margins. We expect to fund the transaction out of our current cash balances and some limited drawdown on our RCF. We've got a significant amount of cash on the balance sheet. As most of you know, we've been carrying since we did our U.S. listing on NASDAQ, and we'll be putting that cash to work here on this transaction. Otherwise, I think there's probably a limited amount we can say. We think it's going to be a fantastic deal for Abcam. If you look at, we know prices in this space have been very, very high. We actually think we're getting a good deal for BioVision, particularly when you look at the recent multiples that are being paid by companies like PerkinElmer for BioLegend. We're quite happy with the deal we got, and we're very excited about bringing the company into the Abcam fold. That's all for me. Thank you. Ladies and gentlemen, we will now begin the question and answer session. As a reminder, if you wish to ask a question, please press star one on your telephone keypad and wait for your name to be announced. If you wish to cancel your request, please press the hash key. Please stand by while we compile the Q&A queue. This will only take a few moments. The first question comes from the line of Jeevan Sivan from Morgan Stanley. Please ask your question, your line is now open. Hi, guys. Good morning, and congrats on the deal. Just had a few follow-ups here for you, Alan. Can you just outline for us the differential growth rate for their end markets, specifically biochemical and cell-based assays, versus what you see across your broader portfolio? Yeah, sure. It's an interesting question. I can say for our portion of their sales, this has been a pretty steady teens growth opportunity. We think as some of the fields like cancer get more interested in metabolism and how things are metabolized through different cancer treatments, there's a greater interest in getting reliable kits that can be used. We actually think this is a higher growth segment within the life science tools market. It's quite a difficult number to pin down, because the competitive set's quite fragmented, and there's not much data. Certainly, we feel better than the kind of single-digit antibody growth in market. Got it. Fair enough. On the regulatory sort of process here, how straightforward or not do you anticipate this being? Obviously, there's been a little bit of scrutiny here. This seems like a pretty straightforward acquisition of a complementary asset, and in some sense, a vertical transaction. How should we think about any sort of issues or challenges there, or do you think it's going to be pretty straightforward and should close in the next two to three months? We hope it's going to be quite straightforward. We've got a Hart-Scott-Rodino filing in the U.S., which is typical for a transaction of this size. We don't expect any issues there. In China, we have a Shenzhen Stock Exchange market MOFCOM approval and shareholder approval. We don't expect, and we're hoping we don't have any issues there either. Got it. The range, it could be as little as two months, as much as three months, but that's the typical time range for a MOFCOM approval on the stock exchange in China. Got it. Makes sense. Then one last one from me. Since you were already distributing a portion of their product portfolio, Michael, can you just sort of help us dimension how much revenue and margin dollars here will be incremental versus what you recorded previously? On a somewhat sort of related note, how should we be thinking about opportunities for expanding their commercial reach or perhaps even new product development? Sure. Because we're awaiting regulatory clearance, we haven't disclosed, and I'm afraid we can't disclose a lot of incremental financial information, but I'll give you a few benchmarks. We are hopeful that by the time we get to our results in mid-September, we can give you more guidance on the impact this will have on our financials going forward. If you look at it, I think of several reports that were already published this morning, including yours, a quick note, I think you'll see that there's an estimate, if you look at our market share in this space of 20%+. If you translated that to their sales, that will give you an estimate, which you can then use to sort of work your way back in terms of revenues that can be accredited to Abcam and then the resulting margin impact. I think if you look at our estimates and our comments on margin performance in the past, our own product margins are about 90-ish%, as we've told you many times, and our third-party gross margins are somewhere between 50%-60%. If you take that quantum of revenues and you do that translation, you'll come up with a range, an estimate range, which will be within a realm that will give you a good idea of kind of where we think things will go forward. It's going to have clearly a significant margin impact on our gross margin impact and net operating margin impact, and a small impact on revenues. Got it. On the commercial reach and product development opportunities? Yeah, I'll take that. Go ahead, Alan. I think the great thing about this business is that they have so diligently made great products and built up a tremendous portfolio over the years of over 10,000 of their own products. We definitely see opportunities here to continue to innovate and bring new products to market and use the insights we have about research areas and where things are hot and evolving to help direct and prioritize where that innovation happens, something we're quite excited about. In terms of commercial reach, less than 30% of their business was going direct through their brand to market. We see with our brand and reach an opportunity to enhance and build on their reach direct to customers, and that's what we're looking for there. Got it. Very helpful. Thanks, guys. Thank you. The next question comes from the line of James Gordon from JP Morgan. Please ask your question. Your line is now open. Hello, this is James Gordon from JPMorgan, thanks for taking the question or questions. Just a couple on sort of the strategy and further M&A. Obviously today's deal, you get some significant accretion, it doesn't actually take the company to a very levered position. Could this be the start of a series of transactions where you look to acquire assets and sort of take them in-house where you're currently distributing for third parties? If you did more deals like this, would you only do it up to a sort of ceiling of what you could do in terms of debt, or could you actually use equity to take a lot more product in-house? Maybe just a sort of final one on that vein as well, is there a sort of a proportion you aspire to longer term of products that would be in-house versus third party? I think sort of like 53% previously, but how far would you like to take that? Alan, why don't you answer part one and then I'll answer part two. Absolutely. First off, we don't have a target that we're trying to hit on own products. That's kind of an outcome of a bunch of things that we're evaluating about are we the best innovator and producer, or do we think we could do a better job of innovating and producing given our data and know-how and combination of other products than buying them from third parties. That evaluation's always going on on a case-by-case basis. There are some things that we will sell that we're not going to make. Small molecule biochemicals, there are other people who are much better suited to make those, and so we have other suppliers who do that for us. We don't have a target in mind. This transaction is a playbook that we've used now several times, and each time we've done it's been quite deliberate, whether it was MitoSciences to bring in our first step into immunoassays and into these kind of cellular assays was with MitoSciences in 2011, with Epitomics in 2012, with Calico Bio in 2019, and with Expedeon more recently. All of those are examples of companies that were suppliers to us who we saw had very high quality product portfolios that were capable of generating a lot more growth than what was typical in the market because of their innovation capabilities and product quality. This is another transaction in that vein. We're not indiscriminately buying up suppliers. We're looking for those combination of factors to bring those companies and capabilities in-house. Thanks, Alan. James, on the leverage side, we just aim to finance transactions wisely and maximize our returns. As you noted out, we have a lot of capacity both on the equity and on the debt front. We have a significant amount of cash, even leaving a fair amount of working capital, we'll draw down a small amount on the RCF, which we can easily pay off over time and leaves us plenty of capacity if we'd like to do further deals using cash in an RCF or equity. You'll recall when we did our U.S. listing, one of the reasons that we pointed out that we did that was to give us U.S. currency to make potential acquisitions. We continue to hope if we can find, as Alan said, smart acquisitions like this, that we'll continue to make them, we've got plenty of financial capacity to do that. We aim to keep our balance sheet, I guess, under-levered right now, but at the same time, use leverage to maximize our returns and be wise about how we finance things. Thank you. Thank you. The next question comes from the line of Michael Ryskin from Bank of America. Please ask your question. Your line is now open. Thanks for taking the question. I want to follow up on an earlier one in terms of BioVision's sales that are already moving through Abcam versus through other distributors or vendors. Do you see any risk with the switchover there, particularly with some of the COVID-related sales and some of those could be a little bit more time sensitive, a little bit more project oriented. Just kind of want to talk to how much of their portfolio really is sort of unsubstitutable and how much could be at risk with the switchover when everything goes through Abcam. I think they're all manageable risks. We've had this situation in the past, most recently with Expedeon, where they had been using our competitors as a channel to sell their products and OEM out to them, and we actually had it with Epitomics early on as well. We know how to manage those transitions, and it's only a risk if you do it clumsily. I think we're okay there in terms of the migration of the product portfolio over to more direct sales to Abcam over time, if that makes sense. Some outbound relationships continue to make sense because they're economically attractive to both parties, and we're happy to carry on with those if that's the case. On the COVID materiality itself, I think we don't know yet. Michael's highlighted in his comments that there is some COVID-related product revenue. It's unclear whether that research-related activity will continue and for how long. I think we have highlighted that one as an uncertain, I think we've even called it potentially non-recurring for just the point you're raising. That's the one that we want people to at least understand. Okay. I realize you may be limited in what you can say, but any additional color you can provide in terms of either geographic mix or customer mix in terms of academic and government versus maybe some pharma and biotech, maybe some IVD manufacturers, in terms of the existing customer base of the BioVision and how whether being within Abcam sort of opens up some additional opportunities that you may bring to the table? Well, it's hard to know because so much of their business goes through other distribution channels. The visibility on where it's going is not great. We do know where it's going with our own sales. What we observe there is that there's a demand within larger customers that's very attractive. Certainly as biopharma does more screening of metabolic pathways and biochemical processes, there's been a pretty strong pull in that area. That's one of those things that we're going to have to get into and get closer to as we get our arms around the business. Okay, great. Thanks so much. Thank you. The next question comes from the line of Stefan Hamill from Numis. Please ask your question. Your line is now open. Hi, folks. It sounds like you're quite limited in what you can say on the ROIC targets for the deal, et cetera. It seems to me like the sense is that the addressable market here is growing more quickly than your core antibodies market. I've got a follow-up after that. Is that right? Yeah, that's my sense, Stefan. Hi. We reckon the market's between $300 million and $400 million a year, growing low double digits. On the ROIC targets, I'll let Michael explain. I think it's a matter of when we can say more rather than Yes. Okay. Go ahead. Yeah. Look, Stefan, because of the regulatory, it kind of depends how quickly we get through the regulatory process. Look, we'd like to provide you all with as much information as possible to help you sort of figure out how this fits in with our business, because we do think it's really attractive, and it's going to be an attractive addition. We're hopeful that by mid-September, when we do our results, that we'll be able to provide more information. If not, then shortly thereafter. We'll look to try and give you as much guidance to sort through things as we can over time. Okay, that's really clear. Then just sort of follow up. It's obviously not a completely additive product set because you had these guys as a supplier. Can you talk about the uniqueness of the BioVision product amongst your other suppliers? Is there any useful technology or proprietary capabilities that you'll gain with the acquisition? They do have a capability of making these types of assays that's very strong, particularly the, as I say, the metabolic and biochemical and cellular assays. Again, it's like a lot of things in our industry. One person can probably make a couple really well. What this company does is it's created a group of people who can do many hundreds a year with great capability, and that's pretty attractive. It's know-how. It's a lot of know-how built up in the company about how to make these assays. We'd see that as an opportunity to continue to innovate. As I said earlier, I think we can add value in how we direct and prioritize the innovation because of the amount of data we have about where unmet need is. We're looking forward to doing that with them and growing the existing portfolio because we've got, I think, a stronger channel opportunity for them than what they could do on their own. Those are the two big revenue and value drivers there. Gotcha. Thank you very much. Thank you. The next question comes from the line of Tian Teng from Berenberg. Please ask your question. Your line is now open. Thank you. Thank you both for taking my questions. I have two, please. The first one is that the financials disclosed in the press release suggest a 37% operating margin for BioVision, which is quite attractive. I was just wondering, going forward, would you plan to keep it relatively stable, or would you plan to invest a lot into BioVision, hence the margin for this business could also be volatile going forward? That's your first question. The second one is more or less to do with the valuation of the deal. BioVision was acquired by NKY around 2017, 2018 for about $290 million, and now they sold it for $340 million. From their perspective, it's not a very profitable deal. I'm just wondering if there's any reason why they're selling it at this price. Do you think you have actually got a good bargain off this, or do you think they actually bought it at a very high price in the first place? Just trying to understand a bit of the dynamics behind the valuation, if that's all right? Thank you. Alan, do you want to talk about the investment side of things? Sure. The margins they have are on the higher end of what we see in these kinds of companies, although they're not uncommon for small kind of founder-led companies. This is still very much, it's still run by the two founders who built it in California. I think there is some investment in bringing some of the facilities and the processes, and overall how the company's run up to an Abcam standard, and there will be some investment for that. More interestingly, the investment's going to be in how we drive innovation and growth. That's what's going to make the difference here in how we think about the value of this deal to Abcam. We think there's a lot of opportunity between the margin increase we'll get by selling our own products, rather than buying them through BioVision. That's significant, and the growth and opportunity there is significant. There's a lot of value to be had, but there is a little bit of investment in bringing it into our company and how we run our businesses. Thank you. Yeah. On the purchase price side of things, I think it's always hard to guess from the outside and prejudge why things are being done. Remember, they bought this not long before COVID hit and have been running a bit, their only U.S. asset from China during COVID has been quite difficult. I think if you look at that combined with sort of what NKY is doing in their own domestic market, I think they just decided that we have been a partner theirs, that we'd be a good partner for BioVision. You'll note that the other part of the announcement we made today was that we are working on a collaboration with NKY in their home market, for their specific business on the diagnostic side. It's a combination of things that I think made this the right transaction for us and for them. There are a lot of elements that are a part of that decision that we both made. I think each case has always very specific peculiarities, and this one is no different. I don't think they overpaid for it before, and I don't think they are underselling it now. I think it's working out to be a good transaction for all of us, and we hope to have a very strong collaboration with them in China in their diagnostics business going forward. Thank you. That's very clear. Thank you. Thank you. The next question comes from the line of Miles Dixon from Peel Hunt. Please ask your question. Your line is now open. Many thanks. Michael, you just touched upon it actually, the MOU that you've signed with NKY, how much is that just backfilling previous internal sales that they had or cross-selling between the companies, and how much is it genuine new opportunity that you see to leverage Abcam's wider products and services into NKY, sorry. Thank you. It's all new opportunity. There's actually nothing right now that transfers between us and NKY or BioVision and NKY, so this is all new potential opportunity. Remember, we're at the very early stages. It is just an MOU, and we'll be working on that over the next six months-12 months as we develop our partnership. Okay. Thanks very much. Miles, just to add, I think one of the things that, and this sort of bridges both questions, my sense is that when you look at NKY's portfolio of businesses, they own several, a handful of different small biotech innovators in China who are all trying to improve healthcare and healthcare diagnostics and pharmaceuticals in that market. The opportunity for them to have the capital to invest in those businesses and have a partner like Abcam to help support them in the innovation areas around antibodies and antibody engineering, is quite attractive to them. We're looking forward to expanding on that. Great. Thank you. Thank you. The next question comes from the line of Christian Glennie from Stifel. Please ask your question. Your line is now open. Hi. Thank you. Just a quick follow-up on the financing there. I think you made a modest drawdown of the RCF. Is that still double-digit, as opposed to potentially triple-digit? A reminder in terms of the current sort of rough terms in terms of interest rate on the RCF, please. Yeah, I think it is double-digit, likely double-digit, not triple-digit. We've got about GBP 220 million of cash right now on the balance sheet, plus or minus. We leave a fair amount for working capital, that's still, you can work through that. We don't need to draw down a lot. You saw when we had the drawdown before that we did for Expedeon, what the cost was. It's pretty low. It's at a pretty low rate. It's well below what our typical cost of capital is given the equity mix when you calculate our cost of capital. Okay. Thank you. Just in terms of headcount for BioVision as it stands today and how that's been evolving, has there been much investment across that business in recent times? They have about- There is one. ...70 people right now. There are only one site in California. About 70 people in California. Has that been fairly sort of stable or has that? No. It's been growing. Yep. It's been growing just as long as the business has been growing. Okay. Thank you. Thank you. Before we take our next question, may I just remind you, if you wish to ask a question, please press star and one on your telephone keypad. Our next question comes from the line of Puneet Souda from SVB Leerink. Please ask your question. Your line is now open. Hi, Alan, Michael. Thanks and congrats on this acquisition. The first one is really when you look at the offerings today, the biochemical and the metabolic assays and the apoptosis cancer research, where they're serving. When you look at some of the key areas of investments for you, where can this be most useful in terms of driving more products, and where are the portfolios additive, and where can you see more synergies? Proteomics is obviously an important area for you. Do you see any of this helping you drive some of the proteomics growth and priority areas for you, just as looking at the overall product portfolio where you are right now? Hey, Puneet. The simple answer is we've always liked these products, and we've always been adding as many of them as we could each year. We cover quite a bit of their portfolio already. It's just not in our control. We're always much better at marketing and supplying customers when we control the full supply chain and the prioritization within that. That's not so much additive in terms of product numbers, although there are a few products here and there we didn't have. It's much more about driving more from the current portfolio and then directing the new product development beyond that. Got it. Okay. Alan, broadly looking at the overall landscape today, we obviously saw a large acquisition in this space prior to this. How do you see the fragmentation of the overall reagents and reagents with antibodies market? Where do you see that stand today versus before? Yeah. It's a trend that's been going on since Greg Lucier and the team at Life Technologies began really to consolidate the whole industry. With BioLegend going to PerkinElmer, that's another sizable private reagent company going in the hands of a consolidator, and I guess we'd expect to keep seeing that. We will play a role in that as well. As I said, we're going to be selective about exactly who we would bring in. Increasingly, it's going to be harder and harder for antibody companies to make sense for us because we've got such a great capability there. There's probably only a couple of those. In some of these related areas that we laid out in terms of our expansion and how we want to play in the broader proteomics field and people studying pathways around proteins, certainly enzymatic assays, proteomic assays, epigenetic assays, ELISAs, things like that are made at BioVision, make a lot of sense for us, and we want to own those because that helps accelerate what we're doing in the total addressable market that we're approaching beyond simply research antibodies at this point. Got it. Okay, great. Thank you. Thank you. The next question comes from the line of Matt Larew from William Blair. Hi. Thanks. I'm curious, this is just down the road from Fremont, where you've really expanded your footprint. I think you referenced potentially needing some investment facilities for them. Just curious if there's anything in terms of your investment that you can leverage or if there are any other sort of location-based synergies that might be able to take advantage of, given the investment you've made in California. We've not made any decisions on how operationally we want to integrate the company. I think the first stage here is to make sure we understand how they operate, and then the right way to integrate that into our company. You're right, it is close to our Fremont facility. The Fremont facility is nearly fully occupied with our engineering cell lines and some of the consolidation we've done with our other facilities in the Bay Area around antibody engineering. There's not enough space there to absorb Elpida. What we're not going to do is consolidate those two because neither of them has the space to accommodate the other. We will look, obviously, once the deal is closed, we will have a detailed integration plan on how we're going to approach that, and we'll use the next few months to begin to work through that. Okay. You referenced us at GBP 5 million of COVID sales. I'm guessing a piece of their business may have been hurt by COVID in terms of lab productivity in the same way yours was. Just curious if there's any additional color you could give us there or maybe a 2019 sort of pre-COVID revenue number that might level set us. Yeah, we haven't really broken down the numbers specifically, and we haven't given any more data and can't really do that right now. Okay. The point is right. There's a lot of mix shift that happens between 2019, 2020, and the outlook of the business that we'll have to unpick for you when we can, and will do. Thanks, Alan. Thank you. One last chance. As there are no further questions at the moment, this concludes today's question and answer session. I would now like to turn the call back to Alan Hirzel for any closing remarks. Please go ahead, sir. Thank you everyone for joining us today. It's always reassuring to have the opportunity to hear what's on your mind and be able to address the questions you have. Obviously, if you've got any further questions, James can field those. We look at this transaction, as I said at the top, it's right in line with the strategy that we outlined for the business 20 months ago. It's a great portfolio of products. We look forward to seeing the regulatory approvals come through so that we can begin to shape and drive the growth from the business in the way that we hope. We look forward to providing a bit more detail as and when the market reviews allow us to do so. Thanks for your attention and talk to you again in September, I think.