Biogen Inc. (BIIB) has agreed to acquire Apellis Pharmaceuticals (APLS) in a deal that strengthens its position in immunology, rare disease and nephrology.
The acquisition brings two commercial medicines-EMPAVELI and SYFOVRE- into Biogen's portfolio, adding immediate revenue and expanding the company's long-term growth outlook.
A Strategic Move to Accelerate Growth
Under the definitive agreement, Biogen will acquire all outstanding shares of Apellis for $41.00 per share in cash, valuing the upfront equity portion at approximately $5.6 billion. In addition, Apellis shareholders will receive a non-transferable contingent value right (CVR) tied to future global net sales milestones for SYFOVRE.
Biogen stated that the transaction is expected to bolster-near and long-term revenue growth, with EMPAVELI and SYFOVRE generating $689 million in combined net sales in 2025 and projected to grow at a mid-to-high-teens rate through at least 2028. The deal is expected to become accretive to non-GAAP EPS starting in 2027.
Two Commercial Medicines Added to Biogen's Portfolio
EMPAVELI (pegcetacoplan) is FDA-approved for C3 glomerulopathy (C3G), primary IC-MPGN and paroxysmal nocturnal hemoglobinuria (PNH). It is the only FDA-approved treatment for pediatric patients (12+) with C3G and the only approved therapy for post-transplant C3G recurrence. The drug demonstrated strong efficacy in the Phase 3 VALIANT study, including a 68% reduction in proteinuria and stabilization of kidney function.
SYFOVRE (pegcetacoplan injection) is the first-ever approved therapy for geographic atrophy (GA) secondary to age-related macular degeneration.
Key clinical findings include:
-Reduced GA lesion growth in Phase 3 OAKS and DERBY
-Up to 36% reduction in lesion growth between months 18-24
-Long-term data showing 1.5-year delay in GA progression in nonsubfoveal patients (GALE study)
Apellis has also completed a clinical trial for a prefilled syringe version of SYFOVRE and plans to submit for FDA approval in the first half of 2026.
Strengthening Biogen's Nephrology Expansion
Apellis brings an established U.S. commercial infrastructure, including nephrology capabilities that Biogen believes will support the launch of Felzartamab, currently in Phase 3 trials for three kidney diseases. The first readout is expected in the first half of 2027.
Biogen expects a significant portion of Apellis employees to join the company after closing.
Transaction Terms and CVR structure
Biogen will commence a tender offer to acquire all Apellis shares for $41 per share in cash, plus a CVR that includes:
-$2 per share if SYFOVRE reaches $1.5 billion in annual global net sales in any calendar year between 2027 and 2030
- $2 per share if SYFOVRE reaches $2 billion in annual global net sales in any of these calendar years
- $4 per share if the above thresholds are not met but SYFOVRE reached $2 billion in 2031.
The deal is expected to close in the second quarter of 2026, pending regulatory approvals and successful completion of the tender offer.
Expert Commentary
Biogen CEO Christopher A. Viehbacher said the acquisition "expands our growth portfolio in immunology and rare disease with two approved, best-in-class medicines" and strengthens the company's long-term growth potential.
Apellis CEO Cedric Francois said the deal "accelerates our impact and enables us to reach more patients," calling it a strong outcome for shareholders and a validation of the company's strategy and scientific innovation.
APLS has traded between $16.10 and $30.48 over the past year. The stock closed Monday's trading at $17.09, up 0.71%. In pre-market trading the stock is at $40.26, up 135.63%.
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