- Publisher:Phexcom
- Publication:2025/5/8
Thanks to hefty sales increases from kidney disease drug Kerendia and prostate cancer treatment Nubeqa, Bayer’s pharma division weathered the storm from the loss of exclusivity in the U.S. of blockbuster Xarelto in the first quarter.
Sales of Kerendia were up 89% to 161 million euros ($179 million) in the first quarter, while Nubeqa saw a surge of 81% to 515 million euros ($574 million).
As a result of the “exceptional momentum” of the two drugs, according to CEO Bill Anderson, Bayer’s pharma sector posted a surprising 4.4% increase in revenue to 4.55 billion euros ($5.07 billion).
“The amended offer price provides an alternative for stockholders who would prefer greater upfront cash consideration instead of the potential upside of the CVR,” the companies said in a release Wednesday.
The move comes after bluebird had trouble convincing its investors to tender their shares under the original deal structure.
As of close of business Monday, Carlyle and SK had received about 2.5 million bluebird shares, or 25.6% of the Massachusetts biotech’s total outstanding shares. As the number fell below the 50%-plus-one share bar required for the deal to close, the acquirer group on Tuesday extended the tender offer period to end-of-day May 28.
Yet, rather than gaining more support, some investors apparently have withdrawn their shares this week. The number of tendered shares dropped below 2.3 million as of close of business on Tuesday.
For bluebird investors, the new $5-per-share offer can be viewed as a win, even though it still represents a sizable discount on bluebird’s $7.04 per-share price at market close before the buyout was announced in February.
To receive the $6.84-apiece CVR under the original deal, sales of bluebird’s three marketed gene therapies—Zynteglo, Lyfgenia and Skysona—need to reach $600 million over a 12-month period by the end of 2027. That goal seems very ambitious given that the company recorded just $83.8 million in 2024 total revenue.
For those who don’t believe bluebird can reach $600 million sales by 2027, the new offer looks even better than a non-binding bid floated by Ayrmid but which never materialized.
About a month after the original Carlyle-SK deal announcement, bluebird disclosed in late March that Ayrmid had offered to buy the company for $4.50 per share upfront, plus the same $6.84-per-share CVR. However, after three weeks of engagement, bluebird told investors that Ayrmid didn’t submit a binding proposal or obtain necessary financing to support its offer.
With the new deal term, the expiration date of the tender offer has been extended by one day to May 29. Stockholders can choose between the two options, and those who have previously tendered their shares but wish to switch to the new option must withdraw and re-tender their shares.
Bluebird’s board of directors unanimously approved the amended agreement. The board “continues to believe that the transaction with Carlyle and SK Capital, as amended, represents the only viable option for stockholders to receive consideration for their shares,” according to Wednesday’s joint statement.
The company again urged investors to tender their shares because, absent a buyout, “bluebird is at significant risk of defaulting on its loan agreements with Hercules Capital, and it is extremely unlikely that stockholders would receive any consideration for their shares in a bankruptcy or liquidation.”
According to bluebird’s annual report, a default with Hercules can be declared if bluebird fails to close the merger transaction by June 20 at the latest, subject to certain conditions.