KEY POINTS

  • Bristol Myers’ tender price represents a 61-percent premium on MyoKardia shares
  • The transaction is expected to close during the fourth quarter of 2020
  • An estimated 160,000 to 200,000 people have been diagnosed with symptomatic obstructive HCM in the U.S. and EU

Bristol Myers Squibb (BMY) said on Monday it signed a definitive agreement to acquire MyoKardia Inc. (MYOK) in a deal valued at $13.1 billion, or $225 per share in cash.

MyoKardia closed at $139.60 per share on Friday, meaning Bristol Myers’ tender price represents a 61% premium. The transaction is expected to close during the fourth quarter of 2020.

MyoKardia is a clinical-stage biopharmaceutical company focused on the treatment of serious cardiovascular diseases.

Bristol Myers Squibb said the transaction is expected to be “minimally dilutive” to its non-GAAP earnings per share in 2021 and 2022 and “accretive” beginning in 2023.

Bristol Myers Squibb expects to finance the deal through a combination of cash and debt.

As a result of the merger, Bristol Myers Squibb will obtain mavacamten, a potential treatment for obstructive hypertrophic cardiomyopathy, or HCM, a chronic heart disease with high morbidity. A New Drug Application for mavacamten for the treatment of symptomatic obstructive HCM is expected to be submitted to the U.S. Food and Drug Administration in the first quarter of 2021.

There are an estimated 160,000 to 200,000 people diagnosed with symptomatic obstructive HCM in the U.S. and EU, with no existing treatment options outside of limited symptomatic relief.

Bristol Myers Squibb also said it expects to “explore the full potential” of mavacamten in additional indications, including non-obstructive HCM, and to develop MyoKardia’s “promising pipeline” of novel compounds, including two clinical-stage therapeutics: danicamtiv (formerly called MYK-491) and MYK-224.

Mavacamten could generate annual sales of more than $1.5 billion worldwide by 2025, BMO Capital Markets predicted.

“The acquisition of MyoKardia further strengthens our portfolio, pipeline and scientific capabilities, and is expected to add a meaningful medium- and long-term growth driver,” said Giovanni Caforio, board chair and chief executive officer of Bristol Myers Squibb. “We are further strengthening our outstanding cardiovascular franchise through the addition of mavacamten, a promising medicine with the potential to address a significant unmet medical need in patients with cardiovascular disease.”

Tassos Gianakakos, chief executive officer of MyoKardia, said his company was formed eight years ago “with the aim of changing the world for people with serious cardiovascular diseases through bold and innovative science.”

The MyoKardia deal follows Bristol Myers Squibb’s $74 billion acquisition of Celgene Corp. last year, which was the largest pharmaceutical merger in history.

However, the acquisition will increase Bristol Myers Squibb’s debt load, which already totaled $46.7 billion at the end of the second quarter.

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