Bristol Myers Squibb (BMS) has agreed to acquire RayzeBio, a San Diego, California-based clinical-stage radiopharmaceutical company, for $4.1 billion. 

RayzeBio has a position in actinium-based radiopharmaceutical therapeutics targeting solid tumors, including gastroenteropancreatic neuroendocrine tumors (GEP-NETs), small-cell lung cancer, hepatocellular carcinoma, and other cancers.  

Its lead program is RYZ101 (225Ac-dotatate), a small-cell lung cancer drug candidate in Phase III targeting somatostatin receptor 2 (SSTR2) in patients with SSTR-positive GEP-NETs who have previously been treated with lutetium-177-based somatostatin therapies. Its pipeline also includes: RYZ801, a proprietary peptide for treating hepatocellular carcinoma, now in investigational new drug (IND)enabling studies; an asset targeting CA9, which is expressed in renal cell cancer and is currently in IND-enabling studies; and multiple preclinical assets to treat solid tumors. 

RayzeBio is completing construction of an in-house manufacturing facility in Indianapolis, Indiana, with GMP drug production expected to begin in the first half of 2024. 

Under the agreement, BMS will commence a tender offer to acquire all of the outstanding shares of RayzeBio common stock at a price of $62.50 per share in an all-cash transaction for a total equity value of approximately $4.1 billion, or $3.6 billion net of estimated cash acquired. The transaction was unanimously approved by Bristol Myers Squibb’s and RayzeBio’s Boards of Directors with RayzeBio’s Board of Directors unanimously recommending that RayzeBio’s shareholders tender their shares in the tender offer. 

The transaction is expected to close in the first half of 2024, subject to customary closing conditions, including the tender of a majority of the outstanding shares of RayzeBio’s common stock and the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. Following the successful closing of the tender offer, Bristol Myers Squibb will acquire all remaining shares of RayzeBio that are not tendered into the tender offer through a second-step merger at the same price of $62.50 per share. 

Source: Bristol Myers Squibb