AbbVie Finalizes Acquisition of Cerevel Therapeutics

AbbVie today announced the completion of its acquisition of Cerevel Therapeutics (NASDAQ: CERE), making Cerevel a part of AbbVie.

“AbbVie’s acquisition of Cerevel strengthens our foundation in neuroscience and positions us for sustainable long-term performance into the next decade and beyond,” said Robert A. Michael, CEO of AbbVie. “Our new Cerevel colleagues share our commitment to delivering meaningful change for patients with neurological and psychiatric conditions. We are excited to welcome the talented Cerevel team to AbbVie.”

Cerevel’s pipeline includes multiple programs addressing neurological and psychiatric conditions such as schizophrenia, Parkinson’s disease, and mood disorders, where significant unmet needs persist. Cerevel’s pipeline is highly complementary to AbbVie’s existing neuroscience portfolio, and the acquisition is an important step toward delivering new and better-tolerated therapies.

Emraclidine, a potential best-in-class, next-generation antipsychotic, is a positive allosteric modulator (PAM) of the muscarinic M4 receptor being studied for schizophrenia, which affects approximately 24 million people worldwide. In a Phase 1b study, emraclidine showed promising efficacy and safety and is currently completing two Phase 2 trials designed to be registration-enabling.

Tavapadon, a first-in-class dopamine D1/D5 selective partial agonist for managing Parkinson’s disease, is in Phase 3 studies and has potential for both monotherapy and adjunctive treatment. Tavapadon’s efficacy and safety-tolerability profile could make it a complementary asset to AbbVie’s existing therapies for advanced Parkinson’s disease. Recently, tavapadon met the primary endpoint in a pivotal Phase 3 study, with additional Phase 3 trial data expected later this year.

CVL-354, in Phase 1, is a potential best-in-class kappa opioid receptor (KOR) antagonist that could provide significantly improved efficacy and tolerability compared to existing treatments for major depressive disorder (MDD). Darigabat, currently in Phase 2, is an alpha 2/3/5 selective GABAA receptor PAM for treatment-resistant epilepsy and panic disorder.

For more details on the acquisition, please read the announcement press release and view AbbVie’s investor presentation.

Financial Terms

AbbVie acquired all outstanding Cerevel common stock for $45.00 per share. Cerevel’s common stock is expected to cease trading on the NASDAQ stock exchange before the market opens on August 1, 2024. This acquisition is expected to be accretive to adjusted diluted earnings per share (EPS) beginning in 2030.

Full-Year 2024 Outlook

AbbVie is reaffirming its previously issued 2024 full-year adjusted diluted EPS guidance range of $10.71-$10.91. This guidance includes a $0.19 per share dilutive impact from the Cerevel acquisition. AbbVie’s 2024 adjusted diluted EPS guidance also includes an unfavorable impact of $0.60 per share related to acquired IPR&D and milestones expenses incurred year-to-date through the second quarter. The company’s 2024 adjusted diluted EPS guidance excludes any impact from acquired IPR&D and milestones that may be incurred beyond the second quarter of 2024, as both cannot be reliably forecasted.

AbbVie is also reaffirming its previously issued 2024 third-quarter adjusted diluted EPS guidance range of $2.92-$2.96, excluding any impact from acquired IPR&D and milestones that may be incurred in the quarter, as both cannot be reliably forecasted.

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