Roche has signed a definitive merger agreement to acquire U.S.-based PathAI in a transaction valued at up to $1.05 billion, strengthening its position in AI-powered digital pathology and precision diagnostics.

Under the agreement, Roche will pay $750 million upfront, along with additional milestone-based payments of up to $300 million. The acquisition is subject to customary closing conditions, including regulatory and antitrust approvals, and is expected to close in the second half of the year.

PathAI specialises in digital pathology and AI-enabled diagnostics solutions for pathology laboratories and biopharma companies. The company has been collaborating with Roche since 2021, with the partnership expanded in 2024 to include development of AI-enabled companion diagnostic algorithms.

Following completion of the transaction, PathAI will become part of Roche’s diagnostics division.

 The acquisition is expected to help Roche automate pathology workflows through AI-supported tools and advanced digital insights. Digital pathology enables the conversion of tissue slides into high-resolution digital images, allowing pathologists to leverage AI for faster diagnostics and streamlined clinical workflows.

Matt Sause, CEO of Roche Diagnostics, said, “Digital pathology has the potential to improve precision diagnosis of cancer and enable physicians to offer better-tailored treatment regimens. Bringing PathAI into Roche Diagnostics will allow us to combine their best-in-class digital pathology tools with our leading oncology diagnosis platforms to deliver better insights for physicians and potentially better outcomes for patients worldwide.”

 Andy Beck, CEO and co-founder of PathAI, said, “Joining forces with Roche marks a new era for PathAI, enabling us to realise our mission of improving patient outcomes through AI-powered pathology at unprecedented scale and speed."