BOSTON, April 1, 2026, 08:07 EDT
Shares of Apellis Pharmaceuticals hovered close to Biogen’s $41-per-share bid on Wednesday, following news of the $5.6 billion cash-and-contingent deal announced a day earlier. The stock last traded at $40.23 in the U.S. session.
This deal gives Apellis shareholders about a 140% premium over where the stock closed on March 30, and drops two marketed drugs and a nephrology sales team directly into Biogen’s hands. Biogen, looking to push past its sluggish multiple sclerosis segment, sees Apellis’ kidney portfolio as a stepping stone for its upcoming kidney drug felzartamab, now in late-stage trials.
The deal’s mechanics spell out the wager. Apellis shareholders pick up a non-transferable contingent value right, or CVR—basically, a $2 reward if Syfovre and related drugs reach $1.5 billion in net sales in any single year from 2027 through 2030, and a separate $2 if sales touch $2 billion in a year between 2027 and 2031. According to the companies, Syfovre and Empaveli brought in $689 million during 2025, with expectations for mid- to high-teens growth at least through 2028.
The board at Apellis threw its full support behind the tender offer. According to a filing, directors, top execs, and Morningside Venture Investments—collectively owning roughly 14%—have all committed to tendering their shares. The offer is required to remain open for 20 business days, needs a majority of shares tendered, and doesn’t hinge on financing. The companies are eyeing a second-quarter close.
Biogen CEO Christopher Viehbacher called the acquisition an immediate step forward in the company’s transformation. Apellis chief Cedric Francois described it as something that would “accelerate our impact.” In comments to Reuters, Viehbacher also emphasized Apellis’ “intrinsic value” in kidney disease. Biogen
Evan Seigerman at BMO Capital figures the deal could “meaningfully change” how the Street views Biogen’s near-term growth. Biogen plans to pay with cash and borrowings, expecting the acquisition to lift adjusted earnings starting in 2027. Shares traded at $183.33 in the latest U.S. session, after slipping Tuesday as traders assessed both the price tag and the Syfovre milestones linked to the CVR. Reuters
Syfovre remains Apellis’ wild card. The therapy, aimed at geographic atrophy—a severe eye condition with irreversible vision loss—faces competition from Astellas Pharma’s Izervay, but Apellis reported in February that Syfovre continued to command about 60% market share. Still, 2025 U.S. sales dipped to $586.9 million, down from last year’s $611.8 million.
The rest comes from Empaveli. U.S. sales for the drug hit $102.4 million last year. According to Apellis, payer coverage during the kidney launch climbed to 95% of published policies—either on label or with few restrictions. Outside the U.S., commercial rights to Empaveli stay with Sobi.
The deal isn’t finalized yet. It’s still waiting on antitrust approval and a majority tender, and there’s a break clause if it drags past Sept. 30. The CVR could easily end up worthless if Syfovre fails to hit required milestones. Syfovre itself comes with some baggage: warnings about retinal vasculitis—a rare but serious inflammation of the retinal blood vessels—and retinal vascular occlusion, both linked to significant vision loss.
