RayzeBio Signs Approximately $4.1 Billion Acquisition Agreement With Bristol Myers Squibb

San Francisco – December 26, 2023 – Cooley advised RayzeBio, a clinical-stage radiopharmaceutical therapeutics (RPT) company with an innovation-leading position in actinium-based RPTs and a pipeline of potentially first-in-class and best-in-class drug development programs, on its definitive agreement to be acquired by Bristol Myers Squibb. Lawyers Jamie Leigh, Ben Beerle, Rowook Park and Sangitha Palaniappa led the Cooley team advising RayzeBio.

Under the terms of the agreement, Bristol Myers Squibb will promptly commence a tender offer to acquire all the outstanding shares of RayzeBio common stock at a price of $62.50 per share in an all-cash transaction for a total equity value of approximately $4.1 billion, or $3.6 billion net of estimated cash acquired. The transaction is expected to close in the first half of 2024, subject to customary closing conditions, including the tender of a majority of the outstanding shares of RayzeBio’s common stock and the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. After the successful closing of the tender offer, Bristol Myers Squibb will acquire all remaining shares of RayzeBio that are not tendered into the tender offer through a second-step merger at the same price of $62.50 per share.

Cooley previously advised RayzeBio on its $357.6 million initial public offering in September 2023 and $160 million Series D in September 2021

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