bluebird bio, Inc. (BLUE) announced Friday that it has entered into a definitive agreement to be acquired by funds managed by global investment firms Carlyle Group, Inc. (CG) and SK Capital Partners, LP in collaboration with a team of highly experienced biotech executives.
David Meek, former CEO of Mirati Therapeutics and Ipsen, is expected to become CEO of bluebird upon closing. Carlyle and SK Capital will provide bluebird primary capital to scale bluebird's commercial delivery of gene therapies for patients with sickle cell disease, ß-thalassemia, and cerebral adrenoleukodystrophy.
Under the terms of the agreement, bluebird stockholders will receive $3.00 per share in cash and a contingent value right per share, entitling the holder to a payment of $6.84 in cash per contingent value right if bluebird's current product portfolio achieves $600 million in net sales in any trailing 12-month period prior to or ending on December 31, 2027.
This will lead to a potential total value of up to $9.84 per share in cash, subject to the tender of a majority of the outstanding shares of bluebird, receipt of applicable regulatory approvals, and other customary closing conditions.
bluebird's Board of Directors unanimously approved the agreement and recommends that stockholders tender their shares. The bluebird Board has decided that this transaction is the only viable solution to generate value for stockholders.
The transaction is expected to close in the first half of 2025, subject to the tender of a majority of the outstanding shares of bluebird, receipt of applicable regulatory approvals, and other customary closing conditions.
bluebird has also entered into amendments to its loan agreement with Hercules Capital, Inc. to facilitate adequate liquidity to position it to maintain operations through the closing.
Upon completion of the transaction, bluebird will become a privately held company, and shares of bluebird common stock will no longer be listed on any public market.
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