Gilead Sciences Completes $7.8 Billion Acquisition of Arcellx, Inc.; Shares to Be Delisted
ACLX has more than doubled off its 52-week low of $47.86 on elevated volume (6.2× avg).
Summary
Gilead Sciences has successfully completed its acquisition of Arcellx, Inc. for $115 per share in cash plus a $5 CVR, with Arcellx now becoming a wholly-owned subsidiary and its shares delisting from Nasdaq.
Key Events · M&A and Partnerships · ACLX
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Acquisition Completed
Gilead Sciences, Inc. has successfully completed its acquisition of Arcellx, Inc. today, April 28, 2026, following the expiration of the tender offer.
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Tender Offer Results
A total of 38,795,604 shares were validly tendered and not withdrawn, representing approximately 77.2% of Arcellx's outstanding shares (including those already owned by Gilead), satisfying the minimum tender condition.
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Financial Terms Finalized
Arcellx shareholders will receive $115.00 per share in cash, plus one contractual contingent value right (CVR) of $5.00 per share, payable upon anito-cel cumulative global net sales exceeding $6.0 billion by December 31, 2029.
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Delisting Imminent
As a result of the merger, Arcellx has become a wholly-owned subsidiary of Gilead, and its common stock will be delisted from the Nasdaq Global Select Market.
Analysis · ACLX · Life Sciences
This filing marks the definitive completion of Gilead Sciences' acquisition of Arcellx, Inc., a major event that fundamentally alters Arcellx's corporate structure and future. Arcellx shareholders will receive $115.00 per share in cash plus one contingent value right (CVR) of $5.00 per share, contingent on anito-cel sales. The successful tender offer, with 77.2% of shares tendered, allowed Gilead to finalize the merger and integrate Arcellx's promising anito-cel product into its Kite oncology portfolio. This transaction, valued at approximately $7.8 billion, provides Gilead with full control over the investigational CAR T-cell therapy, streamlining its development and commercialization. For Arcellx, this concludes its journey as a public company, with its shares now slated for delisting from the Nasdaq Global Select Market. The acquisition is expected to be dilutive to Gilead's EPS in the short term but accretive from 2028 onwards, subject to FDA approval of anito-cel.
At the time of this filing, ACLX was trading at $115.11 on NASDAQ in the Life Sciences sector, with a market capitalization of approximately $6.7B. The 52-week trading range was $47.86 to $115.13. This filing was assessed with positive market sentiment and an importance score of 10 out of 10.