Avidity Biosciences Files Proxy Materials for Novartis Merger and Spin-Off of Cardiology Assets

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This filing provides definitive additional materials related to the previously announced acquisition of Avidity Biosciences by Novartis AG, a major pharmaceutical company. The proposed transaction includes a significant pre-closing spin-off of Avidity's early-stage precision cardiology programs into a new, independent entity, Atrium Therapeutics, Inc. (SpinCo). This strategic separation allows Avidity's core assets to integrate into Novartis while creating a distinct entity for its cardiology pipeline. The announcement of Stephen Moran as the future Managing Director of Avidity under Novartis signals leadership continuity and integration planning. The merger and spin-off represent a fundamental transformation for Avidity, offering shareholders value from both the acquisition and the new spun-off company.

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• Proposed Merger with Novartis

  Avidity Biosciences, Inc. is set to merge with Ajax Acquisition Sub, Inc., an indirect wholly owned subsidiary of Novartis AG, with Avidity continuing as an indirect wholly owned subsidiary of Novartis.

• Pre-Closing Spin-Off of Cardiology Programs

  Prior to the merger, Avidity will spin off its early-stage precision cardiology programs and certain collaboration agreements into a new, independent company, Atrium Therapeutics, Inc. (formerly Bryce Therapeutics, Inc.), with shares distributed pro rata to Avidity stockholders or sold to a third party.

• Post-Merger Leadership Announced

  Stephen Moran, previously lead of the Novartis Radioligand Therapy Platform, will be appointed Managing Director of Avidity Biosciences following the closing of the proposed transaction.

• Proxy Solicitation for Transactions

  The filing serves as soliciting material for the proposed merger and spin-off, with a definitive proxy statement to be filed and delivered to stockholders for a special meeting.

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This filing provides definitive additional materials related to the previously announced acquisition of Avidity Biosciences by Novartis AG, a major pharmaceutical company. The proposed transaction includes a significant pre-closing spin-off of Avidity's early-stage precision cardiology programs into a new, independent entity, Atrium Therapeutics, Inc. (SpinCo). This strategic separation allows Avidity's core assets to integrate into Novartis while creating a distinct entity for its cardiology pipeline. The announcement of Stephen Moran as the future Managing Director of Avidity under Novartis signals leadership continuity and integration planning. The merger and spin-off represent a fundamental transformation for Avidity, offering shareholders value from both the acquisition and the new spun-off company.