Gilead Sciences has entered into a definitive agreement to acquire Arcellx Inc. for $115 per share in cash plus a contingent value right of $5 per share, valuing the company at an implied equity value of $7.8 billion. The transaction will eliminate Arcellx’s existing profit‑share, milestone, and royalty arrangements with Kite Pharma, giving Gilead full control of the company’s lead CAR‑T product anito‑cel and its proprietary D‑Domain technology platform.
The acquisition removes the need for Arcellx to share future revenue and milestone payments with Kite Pharma, streamlining the development and commercialization of anito‑cel. Gilead already owned roughly 11.5 % of Arcellx’s outstanding common stock, and the deal expands its oncology portfolio while positioning the company to compete more directly with established BCMA‑directed CAR‑T therapies such as Carvykti and Abecma.
The deal is expected to close in the second quarter of 2026, subject to customary regulatory and shareholder approvals. For Arcellx shareholders, the transaction provides an immediate cash payout and a potential upside if anito‑cel achieves the global net sales milestone that triggers the contingent value right. For Gilead, the acquisition is projected to become accretive to earnings per share beginning in 2028, once anito‑cel receives FDA approval and enters the market.
Investors responded positively to the announcement. The premium offered—68 % to the 30‑day volume‑weighted average price and roughly 79 % to the most recent closing price—along with the contingent value right, drove enthusiasm among Arcellx shareholders. Gilead shareholders noted the strategic fit of anito‑cel and the D‑Domain platform, which could enhance the company’s cell‑therapy pipeline and support future growth.
Daniel O'Day, Chairman and CEO of Gilead Sciences, said the agreement reflects the company’s conviction in anito‑cel’s potential and its intention to move quickly to bring the therapy to patients. He added that anito‑cel could become a foundational treatment for multiple myeloma over time, including earlier lines of therapy, and that the D‑Domain BCMA binder could be important to Gilead’s work in in‑vivo cell therapy, further strengthening its oncology and inflammation capabilities.
The acquisition also revives Gilead’s cell‑therapy segment, which has seen declining sales in recent years. By adding a next‑generation CAR‑T product with a favorable safety profile and a proprietary platform that can be applied to other targets, Gilead aims to accelerate its return to the cell‑therapy market and broaden its competitive positioning in the highly contested multiple‑myeloma landscape.
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