Biogen to Acquire Apellis, Enhancing the Company’s Growth Portfolio in Immunology and Rare Disease, Bolstering Growth Outlook and Accelerating Expansion into Nephrology - Biogen
🏢 Biogen Inc. (BIIB) has entered into a definitive agreement to acquire Apellis Pharmaceuticals, Inc. (APLS) for approximately $5.6 billion in cash plus potential contingent value rights.
💰 The acquisition price is set at $41.00 per share, representing an 86% premium to the 90-day volume-weighted average stock price and a 35% premium to the 52-week high.
🤝 Apellis shareholders will receive a nontransferable CVR entitling them to two potential payments of $2 per share contingent on global net sales thresholds for SYFOVRE®.
📅 The expected closing of the transaction is scheduled for the second quarter of 2026, following which Biogen plans to update full year 2026 guidance in Q1 earnings.
💼 Apellis brings two commercialized differentiated immunology and rare disease medicines, EMPAVELI® and SYFOVRE®, adding $689 million in combined net sales in 2025.
📈 The combined medicines are expected to grow at a mid-to-high teens rate through 2028, enhancing Biogen's short- and long-term revenue growth profile.
🩺 EMPAVELI® is FDA-approved for rare immune-mediated kidney diseases (C3G and primary IC-MPGN) as well as paroxysmal nocturnal hemoglobinuria (PNH).
👁️ SYFOVRE® is FDA-approved for geographic atrophy secondary to age-related macular degeneration, targeting the complement cascade in retinal disease.
🦠 Both drugs are targeted complement component 3 (C3) therapies designed to regulate excessive activation of the body's immune system complement cascade.
⚕️ The acquisition adds an established U.S. sales infrastructure and nephrology capabilities to accelerate Biogen's commercial readiness for felzartamab in Phase 3 kidney disease trials.
📢 CEO Christopher A. Viehbacher stated the deal immediately advances Biogen's transformation by expanding its growth portfolio in immunology and rare disease.
🏥 Apellis CEO Cedric Francois expressed pride in the team's achievements and noted that Biogen's experience will accelerate impact for SYFOVRE® and EMPAVELI® patients.
📊 The transaction is expected to be increasingly accretive to Non-GAAP diluted EPS starting in 2027 and increase EPS CAGR through the end of the decade.
💸 Biogen plans to finance the acquisition with a combination of cash and borrowings, expecting to de-lever by the end of 2027.
🧬 EMPAVELI® demonstrated a 68% reduction in proteinuria and substantial clearance of C3 deposits in the Phase 3 VALIANT study compared to placebo.
🚀 Upon closing, a significant proportion of Apellis employees are expected to join Biogen, while Sobi retains commercial rights to EMPAVELI® outside the U.S.
- Biogen announced an acquisition of Apellis for approximately $5.6 billion in cash, plus potential earn-outs, significantly enhancing its growth portfolio in immunology and rare disease.
- The deal adds two commercialized medicines, EMPAVELI® and SYFOVRE®, which generated combined net sales of $689 million in 2025 and are expected to grow at a mid-to-high teens rate through 2028.
- Apellis brings an established U.S. sales infrastructure that will accelerate Biogen's commercial readiness for felzartamab, currently in Phase 3 studies with the first trial readout expected in the first half of 2027.
- The transaction is projected to be increasingly accretive to Biogen's Non-GAAP diluted EPS starting in 2027, meaningfully increasing the non-GAAP EPS compounded annual growth rate through the end of the decade.
- Biogen expects to finance the acquisition with cash and borrowings while maintaining a path to fully de-lever by the end of 2027, preserving financial flexibility for future investments.
- The combination of Biogen's extensive experience and Apellis' deep expertise in complement science is expected to maximize the potential of their respective medicines and reach more patients.
- Biogen plans to finance the acquisition with a combination of cash and borrowings, which will increase leverage before they aim to delever by 2027.
- A significant proportion of Apellis employees are expected to join Biogen, implying substantial integration risks and potential disruption to operations during the transition.
- The acquisition price represents an 86% premium to the 90-day volume-weighted average stock price and a 35% premium to the 52-week high, increasing immediate financial pressure on Biogen's balance sheet.
- The deal relies on Apellis achieving specific annual global net sales thresholds of $5.6 billion to unlock payments related to CVRs for SYFOVRE®.
- Biogen plans to update full year 2026 guidance only when it reports earnings in the first quarter of 2026, which adds near-term revenue uncertainty before the deal closes later in 2026.
- The combined entity has recorded $689 million in revenue for EMPAVELI® and SYFOVRE® in 2025, meaning growth projections of mid-to-high teens through 2028 are highly dependent on continued expansion without plateauing.
- Biogen must integrate Apellis' commercial capabilities to accelerate felzartamab's Phase 3 studies for kidney diseases by the first half of 2027, creating significant time pressure if integration fails.