Gilead Sciences, Inc. (Nasdaq: GILD) has finalized its acquisition of CymaBay Therapeutics, Inc. (Nasdaq: CBAY) for an estimated total equity value of about $4.3 billion. This strategic move enhances Gilead’s liver disease portfolio by incorporating CymaBay’s leading investigational product, seladelpar, designed to address primary biliary cholangitis (PBC) and associated pruritus. Daniel O’Day, Chairman and Chief Executive Officer of Gilead Sciences, expressed enthusiasm for the acquisition, recognizing the potential of seladelpar to significantly impact the treatment landscape for individuals with primary biliary cholangitis.
The acquisition process began with the announcement on February 12, 2024, when Gilead and CymaBay revealed the signing of a definitive merger agreement. Following this, Gilead and its subsidiary Pacific Merger Sub, Inc. initiated a tender offer on February 23, 2024, to acquire all outstanding shares of CymaBay at $32.50 per share. On March 22, 2024, Gilead successfully completed the tender offer, securing approximately 77.3% of CymaBay’s outstanding shares.
With the completion of the merger, CymaBay now operates as a wholly owned subsidiary of Gilead. Consequently, CymaBay’s common stock ceased trading on the Nasdaq Global Select Market as of the close of market on March 22, 2024.
From a financial perspective, this transaction is anticipated to be treated as an asset acquisition, resulting in an estimated reduction of Gilead’s GAAP and non-GAAP 2024 EPS by approximately $3.10 – $3.20. Accounting for acquisition expenses, associated operational costs, and decreased interest income, the impact on Gilead’s GAAP and non-GAAP 2024 EPS is expected to range from approximately $3.35 – $3.45 compared to the full year 2024 guidance provided earlier on February 6, 2024.
It’s important to note that seladelpar remains an investigational product without approval for use anywhere globally, and its safety and efficacy have yet to be established.
